520 
SECRETARIAL PRACTICE 
aforesaid, and if any such balance sheet is in a foreign language there 
shall also be annexed to it a translation thereof in English, certified 
in the prescribed manner to be a correct translation : 
Provided that, if the said last balance sheet did not comply with 
the requirements of the law as in force at the date of the audit with 
respect to the form of balance sheets there shall be made such 
additions to and corrections in the said copy as would have been 
required to be made in the said balance sheet in order to make it 
comply with the said requirements, and the fact that the said copy 
has been so amended shall be stated thereon. 
(4) If a company fails to comply with this section or either of 
the two last foregoing sections of this Act, the company and every 
officer of the company who is in default shall be liable to a default 
Aine. 
(5) For the purposes of subsection (4) of this section, the 
expression “officer,” and for the purposes of the last two foregoing 
sections of this Act the expression ‘‘director,”” shall include any 
person in accordance with whose directions or instructions the 
directors of the company are accustomed to act. 
Certificates to be 111. A private company shall send with the annual return required 
sent by private by section one hundred and eight of this Act a certificate signed by a 
company mith director or the secretary of the company that the company has not, 
since the date of the last return, or, in the case of a first return, 
since the date of the incorporation of the company, issued any 
invitation to the public to subscribe for any shares or debentures of 
the company, and, where the annual return discloses the fact that 
the number of members of the company exceeds fifty, also a certificate 
so signed that the excess consists wholly of persons who under 
paragraph (b) of subsection (1) of section twenty-six of this Act, are 
not to be included in reckoning the number of fifty. 
Annual general 
meeting. 
Meetings and Proceedings. 
112.—(1) A general meeting of every company shall be held once 
at the least in every calendar year, and not more than fifteen months 
after the holding of the last preceding general meeting. 
(2) If default is made in holding a meeting of the company in 
accordance with the provisions of this section, the company, and 
every director or manager of the company who is knowingly a party 
to the default shall be liable to a fine not exceeding fifty pounds. 
(3) If default is made as aforesaid, the court may, on the 
application of any member of the company, call, or direct the 
calling of, a general meeting of the company. 
Statutory 113.—(1) Every company limited by shares and every company 
sng end limited by guarantee and having a share capital shall, within a 
period of not less than one month nor more than three months from 
the date at which the company is entitled to commence business, 
hold a general meeting of the members of the company, which shall 
be called ‘the statutory meeting.”’