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| | Introductory Text |
| | Part I Constitution and Incorporation (ss. 1-21) |
| | Prohibition of Large Partnerships (s. 1) |
Repealed | 1. Prohibition of partnerships exceeding certain number. |
| | Memorandum of Association (ss. 2-9) |
Repealed | 2. Mode of forming incorporated company limited by schares. |
Repealed | 3. Memorandum of company limited by shares. |
Repealed | 4. Memorandum of company limited by guarantee. |
Repealed | 5. Memorandum of unlimited company. |
Repealed | 6. Stamp and signature of memorandum. |
Repealed | 7. Restriction on alteration of memorandum. |
Repealed | 8. Name of company and change of name. |
Repealed | 9. Alteration of objects of company. |
| | Articles of Association (ss. 10-13) |
Repealed | 10. Registration of articles. |
Repealed | 11. Application of Table A. |
Repealed | 12. Form, stamp, and signature of articles. |
Repealed | 13. Alteration of articles by special resolution. |
| | General Provisions (ss. 14-18) |
Repealed | 14. Effect of memorandum and articles. |
Repealed | 15. Registration of memorandum and articles. |
Repealed | 16. Effect of registration. |
Repealed | 17. Conclusiveness of certificate of incorporation. |
Repealed | 18. Copies of memorandum and articles to be given to members. |
| | Associations not for Profit (ss. 19-20) |
Repealed | 19. Restriction on charitable and other companies holding land. |
Repealed | 20. Power to dispense with "Limited" in name of charitable and other companies. |
| | Companies limited by Guarantee (s. 21) |
Repealed | 21. Provision as to companies limited by guarantee. |
| | Part II Distribution and Reduction of Share Capital, Registration of Unlimited Company as Limited, and Unlimited Liability of Directors (ss. 22-61) |
| | Distribution of Share Capital (ss. 22-45) |
Repealed | 22. Nature of shares. |
Repealed | 23. Certificate of shares or stock. |
Repealed | 24. Definition of member. |
Repealed | 25. Register of members. |
Repealed | 26. Annual list of members and summary. |
Repealed | 27. Trusts not to be entered on register. |
Repealed | 28. Registration of transfer at request of transferor. |
Repealed | 29. Transfer by personal representative. |
Repealed | 30. Inspection of register of members. |
Repealed | 31. Power to close register. |
Repealed | 32. Power of court to rectify register. |
Repealed | 33. Register to be evidence. |
Repealed | 34. Power for company to keep colonial register. |
Repealed | 35. Regulations as to colonial register. |
Repealed | 36. Stamp duties in case of shares registered in colonial registers. |
Repealed | 37. Issue and effect of share warrants to bearer. |
Repealed | 38. Forgery, personation, unlawfully engraving plates, & c. |
Repealed | 39. Power of company to arrange for different amounts being paid on shares. |
Repealed | 40. Power to return accumulated profits in reduction of paid-up share capital. |
Repealed | 41. Power of company limited by shares to alter its share capital. |
Repealed | 42. Notice to registrar of consolidation of share capital, conversion of shares into stock, & c. |
Repealed | 43. Effect of conversion of shares into stock. |
Repealed | 44. Notice of increase of share capital or of members. |
Repealed | 45. Reorganisation of share capital. |
| | Reduction of Share Capital (ss. 46-56) |
Repealed | 46. Special resolution for reduction of Share Capital. |
Repealed | 47. Application to court for confirming order. |
Repealed | 48. Addition to name of company of "and reduced." |
Repealed | 49. Objections by creditors and settlement of list of objecting creditors. |
Repealed | 50. Order confirming reduction. |
Repealed | 51. Registration of order and minute of reduction. |
Repealed | 52. Minute to form part of memorandum. |
Repealed | 53. Liability of members in respect of reduced shares. |
Repealed | 54. Penalty on concealment of name of creditor. |
Repealed | 55. Publication of reasons for reduction. |
Repealed | 56. Increase and reduction of share capital in case of a company limited by guarantee having a share capital. |
| | Registration of Unlimited Company as Limited (ss. 57-58) |
Repealed | 57. Registration of unlimited company as limited. |
Repealed | 58. Power of unlimited company to provide for reserve share capital on re-registration. |
| | Reserve Liability of Limited Company (s. 59) |
Repealed | 59. Reserve liability of limited company. |
| | Unlimited Liability of Directors (ss. 60-61) |
Repealed | 60. Limited company may have directors with unlimited liability. |
Repealed | 61. Special resolution of limited company making liability of directors unlimited. |
| | Part III Management and Administration (ss. 62-121) |
| | Office and Name (ss. 62-63) |
Repealed | 62. Registered office of company. |
Repealed | 63. Publication of name by a limited company. |
| | Meetings and Proceedings (ss. 64-71) |
Repealed | 64. Annual general meeting. |
Repealed | 65. First statutory meeting of company. |
Repealed | 66. Convening of extraordinary general meeting on requisition. |
Repealed | 67. Provisions as to meetings and votes. |
Repealed | 68. Representation of companies at meetings of other companies of which they are members. |
Repealed | 69. Definitions of extraordinary and special resolution. |
Repealed | 70. Registration and copies of special resolutions. |
Repealed | 71. Minutes of proceedings of meetings and directors. |
| | Appointment, Qualification, & c. of Directors (ss. 72-75) |
Repealed | 72. Restrictions on appointment or advertisement of director. |
Repealed | 73. Qualification of director. |
Repealed | 74. Validity of acts of directors. |
Repealed | 75. List of directors to be sent to registrar. |
| | Contracts, & c (ss. 76-79) |
Repealed | 76. Form of contracts. |
Repealed | 77. Bills of exchange and promissory notes. |
Repealed | 78. Execution of deeds abroad. |
Repealed | 79. Power for company to have official seal for use abroad. |
| | Prospectus (ss. 80-84) |
Repealed | 80. Filing of prospectus. |
Repealed | 81. Specific requirements as to particulars of prospectus. |
Repealed | 82. Obligations of companies where no prospectus is issued. |
Repealed | 83. Restriction on alteration of terms mentioned in prospectus or statement in lieu of prospectus. |
Repealed | 84. Liability for statements in prospectus. |
| | Allotment (ss. 85-88) |
Repealed | 85. Restriction as to allotment. |
Repealed | 86. Effect of irregular allotment. |
Repealed | 87. Restrictions on commencement of business. |
Repealed | 88. Return as to allotments. |
| | Commissions and Discounts (ss. 89-90) |
Repealed | 89. Power to pay certain commissions, and prohibition of payment of all other commissions, discounts, & c. |
Repealed | 90. Statement in balance sheet as to commissions and discounts. |
| | Payment of Interest out of Capital (s. 91) |
Repealed | 91. Power of company to pay interest out of capital in certain cases. |
| | Certificates of Shares, & c (s. 92) |
Repealed | 92. Limitation of time for issue of certificates. |
| | Information as to Mortgages, Charges, & c (ss. 93-102) |
Repealed | 93. Registration of mortgages and charges in England and Ireland. |
Repealed | 94. Registration of enforcement of security. |
Repealed | 95. Filing of accounts of receivers and managers. |
Repealed | 96. Rectification of register of mortgages. |
Repealed | 97. Entry of satisfaction. |
Repealed | 98. Index to register of mortgages and charges. |
Repealed | 99. Penalties. |
Repealed | 100. Company's register of mortgages. |
Repealed | 101. Right to inspect copies of instruments creating mortgages and charges and company's register of mortgages. |
Repealed | 102. Right of debenture holders to inspect the register of debenture holders and to have copies of trust deed. |
| | Debentures and Floating Charges (ss. 103-107) |
Repealed | 103. Perpetual debentures. |
Repealed | 104. Power to re-issue redeemed debentures in certain cases. |
Repealed | 105. Specific performance of contract to subscribe for debentures. |
Repealed | 106. Validity of debentures to bearer in Scotland. |
Repealed | 107. Payments of certain debts out of assets subject to floating charge in priority to claims under the charge. |
| | Statement to be published by Banking and certain other Companies (s. 108) |
Repealed | 108. Certain companies to publish statement in schedule. |
| | Inspection and Audit (ss. 109-114) |
Repealed | 109. Investigation of affairs of company by Board of Trade inspectors. |
Repealed | 110. Power of company to appoint inspectors. |
Repealed | 111. Report of inspectors to be evidence. |
Repealed | 112. Appointment and remuneration of auditors. |
Repealed | 113. Powers and duties of auditors. |
Repealed | 114. Rights of preference shareholders, & c. as to receipt and inspection of reports, & c. |
| | Carrying on Business with less than the legal Minimum of Members (s. 115) |
Repealed | 115. Prohibition of carrying on business with fewer than seven or, in the case of a private company, two members. |
| | Service and Authentication of Documents (s. 116-117) |
Repealed | 116. Service of documents on company. |
Repealed | 117. Authentication of documents. |
| | Tables and Forms (s. 118) |
Repealed | 118. Application and alteration of tables and forms. |
| | Arbitrations (s. 119) |
Repealed | 119. Arbitration between companies and others. |
| | Power to compromise (s. 120) |
Repealed | 120. Power to compromise with creditors and members. |
| | Meaning of "Private Company" (s. 121) |
Repealed | 121. Meaning of "private company." |
| | Part IV Winding Up (ss. 122-242) |
| | Preliminary (s. 122) |
Repealed | 122. Modes of winding up. |
| | Contributories (ss. 123-128) |
Repealed | 123. Liability as contributories of present and past members. |
Repealed | 124. Definition of contributory. |
Repealed | 125. Nature of liability of contributory. |
Repealed | 126. Contributories in case of death of member. |
Repealed | 127. Contributories in case of bankruptcy of member. |
Repealed | 128. Provision as to married women. |
| | Winding up by Court (ss. 129-145) |
Repealed | 129. Circumstances in which company may be wound up by court. |
Repealed | 130. Company when deemed unable to pay its debts. |
Repealed | 131. Jurisdiction to wind up companies in England. |
Repealed | 132. Conduct of winding-up business in High Court in England. |
Repealed | 133. Transfer of proceedings. |
Repealed | 134. Jurisdiction to wind up companies in Ireland. |
Repealed | 135. Jurisdiction to wind up companies in Scotland. |
Repealed | 136. Power in Scotland to remit winding up to Lord Ordinary. |
Repealed | 137. Provisions as to applications for winding up. |
Repealed | 138. Effect of winding-up order. |
Repealed | 139. Commencement of winding up by court. |
Repealed | 140. Power to stay or restrain proceedings against company. |
Repealed | 141. Powers of court on hearing petition. |
Repealed | 142. Actions stayed on winding-up order. |
Repealed | 143. Copy of order to be forwarded to registrar. |
Repealed | 144. Power of court to stay winding up. |
Repealed | 145. Court may have regard to wishes of creditors or contributories. |
| | Official Receiver (ss. 146-148) |
Repealed | 146. Definition of official receiver. |
Repealed | 147. Statement of company's affairs to be submitted to official receiver. |
Repealed | 148. Report by official receiver. |
| | Liquidators (ss. 149-159) |
Repealed | 149. Appointment, remuneration, and title of liquidators. |
Repealed | 150. Custody of company's property. |
Repealed | 151. Powers of liquidator. |
Repealed | 152. Meetings of creditors and contributories in English winding up. |
Repealed | 153. Liquidator to give information to official receiver. |
Repealed | 154. Payments of liquidator in English winding up into bank. |
Repealed | 155. Audit of liquidator's accounts in English winding up. |
Repealed | 156. Books to be kept by liquidator in English winding up. |
Repealed | 157. Release of liquidators in England. |
Repealed | 158. Exercise and control of liquidator's powers in England. |
Repealed | 159. Control of Board of Trade over liquidators in England. |
| | Committee of Inspection, Special Manager, Receiver (ss. 160-162) |
Repealed | 160. Committee of inspection in English winding up. |
Repealed | 161. Power in England to appoint special manager. |
Repealed | 162. Power in England to appoint official receiver as receiver for debenture holders or creditors. |
| | Ordinary Powers of Court (ss. 163-173) |
Repealed | 163. Settlement of list of contributories and application of assets. |
Repealed | 164. Power to require delivery of property. |
Repealed | 165. Power to order payment of debts by contributory. |
Repealed | 166. Power of court to make calls. |
Repealed | 167. Power to order payment into bank. |
Repealed | 168. Order on contributory conclusive evidence. |
Repealed | 169. Power to exclude creditors not proving in time. |
Repealed | 170. Adjustment of rights of contributories. |
Repealed | 171. Power to order costs. |
Repealed | 172. Dissolution of company. |
Repealed | 173. Delegation to liquidator of certain powers of court in England. |
| | Extraordinary Powers of Court (ss. 174-177) |
Repealed | 174. Power to summon persons suspected of having property of company. |
Repealed | 175. Power in England to order public examination of promoters, directors, &c. |
Repealed | 176. Power to arrest absconding contributory. |
Repealed | 177. Powers of court cumulative. |
| | Enforcement of and Appeal from Orders (ss. 178-181) |
Repealed | 178. Power to enforce orders. |
Repealed | 179. Order for calls on contributories in Scotland. |
Repealed | 180. Enforcement of orders throughout United Kingdom. |
Repealed | 181. Appeals from order. |
| | Voluntary Winding Up (ss. 182-198) |
Repealed | 182. Circumstances in which company may be wound up voluntarily. |
Repealed | 183. Commencement of voluntary winding up. |
Repealed | 184. Effect of voluntary winding up on status of company. |
Repealed | 185. Notice of resolution to wind up voluntarily. |
Repealed | 186. Consequences of voluntary winding up. |
Repealed | 187. Notice by liquidator of his appointment. |
Repealed | 188. Rights of creditors in a voluntary winding up. |
Repealed | 189. Power to fill vacancy in office of liquidator. |
Repealed | 190. Delegation of authority to appoint liquidators. |
Repealed | 191. Arrangement when binding on creditors. |
Repealed | 192. Power of liquidator to accept shares, &c. as consideration for sale of property of company. |
Repealed | 193. Power to apply to court. |
Repealed | 194. Power of liquidator to call general meeting. |
Repealed | 195. Final meeting and dissolution. |
Repealed | 196. Costs of voluntary liquidation. |
Repealed | 197. Saving for rights of creditors and contributories. |
Repealed | 198. Power of court to adopt proceedings of voluntary winding up. |
| | Winding Up subject to Supervision of Court (ss. 199-204) |
Repealed | 199. Power to order winding up subject to supervision. |
Repealed | 200. Effect of petition for winding up subject to supervision. |
Repealed | 201. Court may have regard to wishes of creditors and contributories. |
Repealed | 202. Power for court to appoint or remove liquidators. |
Repealed | 203. Effect of supervision order. |
Repealed | 204. Appointment of voluntary liquidator as liquidator in winding up by court in Scotland or Ireland. |
| | Supplemental Provisions (ss. 205-236) |
Repealed | 205. Avoidance of transfers, &c. after commencement of winding up. |
Repealed | 206. Debts of all descriptions to be proved. |
Repealed | 207. Application of bankruptcy rules in winding up of insolvent English and Irish companies. |
Repealed | 208. Ranking of claims in Scotland. |
Repealed | 209. Preferential payments. |
Repealed | 210. Fraudulent preference. |
Repealed | 211. Avoidance of certain attachments, executions, &c. in case of company registered in England or Ireland. |
Repealed | 212. Effect of floating charge. |
Repealed | 213. Effect in case of company registered in Scotland of diligence within sixty days of winding up by or subject to supervision of court. |
Repealed | 214. General scheme of liquidation may be sanctioned. |
Repealed | 215. Power of court to assess damages against delinquent directors, &c. |
Repealed | 216. Penalty for falsification of books. |
Repealed | 217. Prosecution of delinquent directors, &c. |
Repealed | 218. Penalty on perjury. |
Repealed | 219. Meetings to ascertain wishes of creditors or contributories. |
Repealed | 220. Books of company to be evidence. |
Repealed | 221. Inspection of books. |
Repealed | 222. Disposal of books and papers of company. |
Repealed | 223. Power of court to declare dissolution of company void. |
Repealed | 224. Information as to pending liquidations in England. |
Repealed | 225. Judicial notice of signature of officers. |
Repealed | 226. Special commission for receiving evidence. |
Repealed | 227. Court may order examination of persons in Scotland. |
Repealed | 228. Affidavits, &c. in United Kingdom and colonies. |
Repealed | 229. Companies Liquidation Account defined. |
Repealed | 230. Investment of surplus funds on general account. |
Repealed | 231. Separate accounts of particular estates. |
Repealed | 232. Certain receipts and fees to be applied in aid of expenditure. |
Repealed | 233. Officers and remuneration. |
Repealed | 234. Annual accounts of English, winding up. |
Repealed | 235. Returns by officers in English winding up. |
Repealed | 236. Proceedings of Board of Trade. |
| | Rules and Fees (ss. 237-238) |
Repealed | 237. Rules and fees for winding up in England. |
Repealed | 238. Powers to make rules of procedure. |
| | Special Provisions as to Stannaries (ss. 239-241) |
Repealed | 239. Attachment of debt due to contributory on winding up in stannaries court. |
Repealed | 240. Preferential payments in stannaries cases. |
Repealed | 241. Provisions as to mine club funds. |
| | Removal of Defunct Companies from Register (s. 242) |
Repealed | 242. Registrar may strike defunct company off register. |
| | Part V Registration Office and Fees (ss. 243-244) |
Repealed | 243. Registration offices in England, Scotland, and Ireland. |
Repealed | 244. Fees. |
| | Part VI Application of Act to Companies formed and registered under former Companies Act (ss. 245-248) |
Repealed | 245. Application of Act to companies formed under former Companies Acts. |
Repealed | 246. Application of Act to companies registered under former Companies Acts. |
Repealed | 247. Application of Act to companies re-registered under Companies Act, 1879. |
Repealed | 248. Mode of transferring shares. |
| | Part VII Companies authorised to register under this Act (ss. 249-266) |
Repealed | 249. Companies capable of being registered. |
Repealed | 250. Definition of joint stock company. |
Repealed | 251. Liability of bank of issue unlimited in respect of notes. |
Repealed | 252. Requirements for registration by joint stock companies. |
Repealed | 253. Requirements for registration by other than joint stock companies. |
Repealed | 254. Authentication of statements of existing companies. |
Repealed | 255. Registrar may require evidence as to nature of company. |
Repealed | 256. On registration of banking company with limited liability, notice to be given to customers. |
Repealed | 257. Exemption of certain companies from payment of fees. |
Repealed | 258. Addition of "limited" to name. |
Repealed | 259. Certificate of registration of existing companies. |
Repealed | 260. Vesting of property on registration. |
Repealed | 261. Saving for existing liabilities. |
Repealed | 262. Continuation of existing actions. |
Repealed | 263. Effect of registration under Act. |
Repealed | 264. Power to substitute memorandum and articles for deed of settlement. |
Repealed | 265. Power of court to stay or restrain proceedings. |
Repealed | 266. Actions stayed on winding-up order. |
| | Part VIII Winding Up of Unregistered Companies (ss. 267-273) |
Repealed | 267. Meaning of unregistered company. |
Repealed | 268. Winding up of unregistered companies. |
Repealed | 269. Contributories in winding up of unregistered company. |
Repealed | 270. Power of court to stay or restrain proceedings. |
Repealed | 271. Actions stayed on winding-up order. |
Repealed | 272. Directions as to property in certain cases. |
Repealed | 273. Provisions of Part of Act cumulative. |
| | Part IX Companies established outside the United Kingdom (ss. 274-275) |
Repealed | 274. Requirements as to companies established outside the United Kingdom. |
Repealed | 275. Power of companies incorporated in British possessions to hold lands. |
| | Part X Supplemental (ss. 276-296) |
| | Legal Proceedings, Offences, &c (ss. 276-282) |
Repealed | 276. Prosecution of offences. |
Repealed | 277. Applications of fines. |
Repealed | 278. Costs in actions by certain limited companies. |
Repealed | 279. Power of court to grant relief in certain cases. |
Repealed | 280. Jurisdiction of stannaries court. |
Repealed | 281. Penalty for false statement. |
Repealed | 282. Penalty for improper use of word "Limited." |
| | Report by Board of Trade (s. 283) |
Repealed | 283. Annual Report by Board of Trade. |
| | Authentication of Documents issued by Board of Trade (s. 284) |
Repealed | 284. Authentication of documents issued by Board of Trade. |
| | Interpretation, &c (s. 285) |
Repealed | 285. Interpretation. |
| | Repeal of Acts and Transitional Provisions (ss. 286-296) |
Repealed | 286. Repeal of Acts and savings. |
Repealed | 287. Saving of pending proceedings for winding up. |
Repealed | 288. Saving of deeds. |
Repealed | 289. Former registration offices, registers, official receivers, &c. continued. |
Repealed | 290. Saving for existing rules of procedure, &c. |
Repealed | 291. Substitution of provisions of this Act for provisions of repealed Acts. |
Repealed | 292. Saving for 28 & 29 Vict. c. 78. s. 3. |
Repealed | 293. Saving for Life Assurance Companies Acts. |
Repealed | 294. Saving for 34 & 35 Vict. c. 31. s. 5. |
Repealed | 295. Short title. |
Repealed | 296. Commencement of Act. |
Repealed | First Schedule |
Repealed | Second Schedule The Companies (Consolidation) Act, 1908 |
Repealed | Third Schedule |
| | Fourth Schedule |
Repealed | Fourth Schedule, Part I Orders Pronounced in Vacation in Scotland which are to be Final |
Repealed | Fourth Schedule, Part II Orders Pronounced in Vacation in Scotland which are to take effect until Reclaiming Note disposed of |
Repealed | Fifth Schedule Provisions referred to in Section 281 of the Act |
| | Sixth Schedule |
Repealed | Sixth Schedule, Part I Enactments repealed |
Repealed | Sixth Schedule, Part II An Act to regulate Joint Stock Banks in England (7 & 8 Vict. c. 113), s. 47 |
