322 SECRETARIAL PRACTICE 
of the winding up of a registered British company, any land in 
Queensland shall, subject to any valid mortgages subsisting there- 
on, be applicable in the first instance in payment and discharge 
of the debts of the company contracted within Queensland in 
priority to all other debts. 
The Foreign Companies Act, 1895, makes provision for regis- 
tration in Queensland of foreign companies, that is to say, com- 
panies incorporated according to the laws of a country other than 
a part of His Majesty's Dominions: Such companies desiring 
to be registered must forward a certificate of incorporation and 
documents showing constitution,” in the same way as British 
companies, to the Registrar, and pay the preseribed fees, which 
are not to exceed the fees payable upon the registration of a 
Queensland company. Foreign companies, when registered. 
have the right to sue and be sued in the Queensland Courts. 
SoUTH AUSTRALIA. The Acts relating to companies are the 
Companies (Consolidation) Act, No. 557 of 1892, and six Amending 
Acts, Nos. 576 of 1893, 914 of 1906, 1619 of 1924 (Companies 
Mortgages, Charges and Debentures) Act, 1738 of 1926, 1754 of 
1926 and 1853 of 1928. There is also the Life Assurance 
Companies Act, 1882 (No. 277). 
The principal Act follows very closely the English act of 1862, 
the following differences being noteworthy: — 
S. 9. Any five or more persons may form a company with 
or without limited liability, or, if a mining 
company, with no liability. 
S. 39. The registered office is to be accessible to the public 
for not less than four hours on at least two days 
in each week. Secretary to be appointed and to 
attend at the registered office at the times when 
it is accessible to the public. 
ning authorised by the Act to be done by 
‘pecial resolution may be done notwithstanding 
wnything to the contrary contained in the 
nemorandum or articles. 
Winding-up. These provisions do not apply 
to a no-liability company. By s. 155, no call 
can be made in a winding-up for the benefit of 
vendors’ shares in order to place vendors’ shares 
on an equality with shares which have been 
paid for in cash. 
3s. 196-210. Foreign Companies. A foreign company means 
any joint stock company or corporation duly 
incorporated for business purposes other than 
a company incorporated in South Australia, 
and includes any unincorporated joint stock 
company which may sue or be sued or hold 
property in a common name, and which does not 
maintain its head office or principal place of 
Ss. 99-188.