APPLICATION OF ACT TO COMPANIES REGISTERED UNDER THE JOINT STOCK COMPANIES ACTS. 174. Definition of Joint Stock Companies Acts. 175. Application of Act to Companies formed under Joint Stock Companies Acts. 176. Application of Act to Companies registered under Joint Stock Companies Acts. 177. Mode of transferring Shares. PART VII. COMPANIES AUTHORIZED TO REGISTER UNDER THIS ACT. 178. CLAUSE C. Regulations as to Registration of existing Companies 1 79. CLAUSE D. Companies capable of being regis tered 1 80. Definition of Joint Stock Company. 182. Requisitions for Registration by Companies pany. 21 Vict. c. 14. s. 29. 21 Vict. c. 14. s. 29. 22 Vict. c. 91. s. 1. A BILL [AS AMENDED IN COMMITTEE] FOR The Incorporation, Regulation, and Winding-up of W HEREAS it is expedient that the Laws relating to the Preamble. Incorporation, Regulation, and Winding-up of Trading Companies and other Associations should be consolidated and amended: Be it therefore enacted by the Queen's most Excellent 5 Majesty, by and with the Advice and Consent of the Lords Spiritual and Temporal, and Commons, in this present Parliament assembled, and by the Authority of the same, as follows: Preliminary. 1. This Act may be cited for all Purposes as "The Companies Short Title 10 Act, 1862." of Act, ment of Act. 2. This Act, with the Exception of such temporary Enactment as is Commenceherein-after declared to come into operation immediately, shall not come into operation until the Second Day of November One thousand eight hundred and sixty-two, and the Time at which it so comes into 15 operation is herein-after referred to as the Commencement of this Act. 3. No Company, Association, or Partnership consisting of more Prohibition than Ten Persons shall be formed, after the Commencement of this Act, of Partner ships ex ceeding certain Number. 20 Vict. c. 47. s. 4. 21 Vict. c. s. for the Purpose of carrying on the Business of Banking, unless it is registered as a Company under this Act, or is formed in pursuance of some other Act of Parliament, or of Letters Patent; and no Company, Association, or Partnership consisting of more than Twenty 49. 8. 13. Persons shall be formed, after the Commencement of this Act, for the 5 Purpose of carrying on any other Business that has for its Object the Acquisition of Gain by the Company, Association, or Partnership, or by the individual Members thereof, unless it is registered as a Company under this Act, or is formed in pursuance of some other Act of Parliament, or of Letters Patent, or is a Company engaged in working 10 Mines within and subject to the Jurisdiction of the Stannaries. Division of 4. This Act is divided into Nine Parts, relating to the following Subject Matters: The First Part,-to the Constitution and Incorporation of Companies and Associations under this Act: The Second Part,-to the Distribution of the Capital and Liability of Members of Companies and Associations under this Act: 15 The Third Part,-to the Management and Administration of 20 The Fourth Part,-to the winding up of Companies and Associations under this Act: The Fifth Part,-to the Registration Office: The Sixth Part,-to Application of this Act to Companies registered under the Joint Stock Companies Acts: 25 The Seventh Part,-to Companies authorized to register under this The Eighth Part,-to Application of this Act to unregistered Companies: The Ninth Part,—to Repeal of Acts, and temporary Provisions. 30 Mode of forming Company. PART I. CONSTITUTION AND INCORPORATION OF COMPANIES AND ASSOCIATIONS Memorandum of Association. 5. Any Seven or more Persons associated for any lawful Purpose 35 may, by subscribing their Names to a Memorandum of Association, 20 Vict. and otherwise complying with the Requisitions of this Act in respect c. 47. s. 3. of of Registration, form an incorporated Company, with or without 6. The Liability of the Members of a Company formed under Mode of this Act may, according to the Memorandum of Association, be limiting Liability of 5 limited either to the Amount, if any, unpaid on the Shares respectively Members. held by them, or to such Amount as the Members may respectively undertake by the Memorandum of Association to contribute to the Assets of the Company in the event of its being wound up. Association 7. Where a Company is formed on the Principle of having the Memo10 Liability of its Members limited to the Amount unpaid on their randum of Shares, herein-after referred to as a Company limited by Shares, the of a ComMemorandum of Association shall contain the following Things; pany limited (that is to say,) 15 20 25 by Shares. 20 Vict. (1.) The Name of the proposed Company, with the Addition of the c. 47. s. 5, Word "Limited" as the last Word in such Name: (2.) The Part of the United Kingdom, whether England, Scotland, (3.) The Objects for which the proposed Company is to be (4.) A Declaration that the Liability of the Members is limited: (1.) That no Subscriber shall take less than One Share: Association 8. Where a Company is formed on the Principle of having the Memoran30 Liability of its Members limited to such Amount as the Members dum of respectively undertake to contribute to the Assets of the Company of a Comin the event of the same being wound up, herein-after referred to as pany limited by Guarana Company limited by Guarantee, the Memorandum of Association tee. shall contain the following Things; (that is to say,) 35 (1.) The Name of the proposed Company, with the Addition of (2.) The Part of the United Kingdom, whether England, Scotland, 40 (3.) The Objects for which the proposed Company is to be established: C [137.] A 2 A Declaration |