Francis Beaufort Palmer.

Company precedents for use in relation to companies subject to the Companies acts, 1862 to 1890 ... (Volume 2) online

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substituted service of [659]

summons, form of [657]
" Court," definition of, 654
Courts having jurisdiction, 654 — 656



INDEX. 1047



VOLUNTARY WINDING-UP— fO/;///(««/.
creditors in, 633 et seq.

abroad, G35

accouut of debts, order for [638]

adjudication on claims, summons for [637]

advertisement for, 635
form of [G34]

allowance of debt, notice of [637]

ascertained and jiaid, to be, 634

authority to appoint liquidator, 786

certificate of debts [G39]

claims of, to be investigated, 636

Court, cannot apply to, 655

declaration in support of claim [037]

disallowance of claim [641]

dividend,

declaration of [64 1]
notice of [64 2]

extension of time for evidence [640]

fixing time to come in [638]

fixing time for proving, orders for [635, 638]

inquiry for, order for [638]

list of debts and claims [636]
how to be framed, 636

meetings of, 653, 654

Court's direction, as to, 654

notice to [634]

notice to come in and prove [637]

pari passu distribution amongst, 634

particulars of claim, order for [640]

prejudiced by, not to be, 788

proofs by, 634

saving rights of, 788

secured, 634

summons, when claim disputed [637]
cross-examination, order for [661]
debts and liabilities,

order for inqtdry [638]

payment of, 634

[And see Ceeditoes.]
declaration,

chau-man of meeting, of, 620

creditor in support of claim, of [637]
delegation of authority to appoint liquidators, 786
delivery of books, papei's, &c., enforcing, 656
destruction or disposal of books, 601, 666
directors,

effect on powers of, 786

appointment of, by meeting, 653

prosecution of, 551, 664
disallowance of claims in, 641

order for [641]
disputed claims, summons as to [637]
dissolution of company, on, 666

notice convening final meeting [665]

notice after final meeting [667]

proceedings after, 666
distress, motion to restrain [633]

report to registrar, 666, 787
distribution of property, 786
dividends,

contributories, to, 648, 649

creditors, to, 641. [And see Ceeditoes.]

liquidator's duties as to, 641
domestic tribunal, in hands of, 618



1048 INDEX.



VOLUNTARY WINBmG-VF— continued
effect,

guarantee company, 786

status of members, 786

transfers during, 786
evidence in,

application to Court, on, 659

books of company, of, 789

extending time for, order, 640
examination of officers and others, sect. 116. .663

order for [664]
ex parte application [657]
expenses in, 664
extraordinary resolution,

during liquidation, "when required, 653

for voluntary liquidation, 617, 618, 785

notice to pass, 620
final meeting,

accounts at, 665, 666

notice convening [665]

notice to registrar [667]
[And see Dissolution.]
foreign shareholders, as to, 618
fraudulent directors, &c., prosecution of, 791
fully -paid shareholders, omitting from list, 644
Gazette notice,

final meeting, of [665] 666

resolution, of [625]
general liberty to apply [662]
general meetings,

during, 626, 653, 665

for, 617—625

[And see i;(/rff, "meetings."]
guarantee company, effect on, 786
incumbered property, sale of, 652
injunction,

actions or proceedings, against, 632

restrain meetings for, to, refused, 618
inquiry for creditors [638]
inspection of books, &c. [660]
interest on calls, 645

leaseholds, liquidator's proper coui\se as to, 631
liberty to apply, general, where valid, 663

oi'der giving [662]
lien on assets, as to dealing with, 631
liquidator,

accoiints of,

bringing in, orders for [628]

ex -liquidator, order to account, 629

fiual, 665

kept (how), 627, 628

laying before general meetings, 787

liberty to leave and pass [628]

appointment of, 786. [And see infni.l
company, by the, 618, 619

notices of meetings for [618 — 620]
Court, by the (appointment and removal), 626, 627, 787
order for [627]

books to be kept by, 627, 628

books of company, taking possession of, 630

carrying ou business, 651

continuing, after supervision order, 669

contracts by, 651, 652

contributories, settling list of, 642 — 644

conveyance by [652]

coats, payment of, 632, 664



INDEX. 1049

VOLUNTARY WINDING-Ur— co;i<««wrf.

liquidator — con 1 1 n ued.
death of, G"J7
debts, payment of, G33
deeds, executiDg:, 651, 652

delegation to creditors of authority to appoint, 786
documents, executing, G51, 652
final meeting, duties as to, 665

general meetings, calling. [See Gexkeal Meetings ; and ii'fra.']
inspection and production of documents by [660, 661]
meetings, calling. [See Gemeeal Meexdjos ; and infra.']
personal lialnlity for costs, 664
possession of books and assets, 630
powers of, 651, 653, 786, 787
property does not vest in, 653
registrar of joint-stock companies,

notice of final meetings to [667]

notice of winding-up resolution [626]
removal of, 626

orders for [627]
remuneration of, 629

company, by, 629

resolution for [629]

Court, by, 629

orders for [630]

priority of, 788
resignation of, 627, 787
sales by, 651

security for costs by, order for [660]
settling list of contributories, 642 — 644

[And see supra, " contributories."]
several appointed, powers when, 627, 787
supervision order,

applying- for, 663

continuation in case of, 669
trustee, not a, 217, 597, 602
vacancy in office of, 626, 787 '
list of contributories in [642] et seq.
list of debts and claims [636]
meetings in,

chairman's duties at, 620
company, of the, 626, 653, 665, 787

power to appoint directors, 645

power to sanction calls, 645
creditors, of, 653, 654
final, 665, 787
order to summon [654]
meetings to pass resolution for, 617 et scq.

interval between, for special resolution, 619
notices before, how given, 618

extraordinary resolution [620]

posting and record thereof, 618

shareholders, 618

special resolution [618, 619]

table A. applies, when, 618
notices after,

Gazette, for,

extraordinary resolution [626]
special resolution [625]

registrar of joint-stock companies [626]
proceedings at, 620, 625

adjoiu-nment, 624

amendments, 621

chairman, 620

declarations as to resolutions, 620, 621
polls, 621



1050 INDEX.



VOLUNTARY WmBmG-VP— continued.
meetings to pass resolution for — continued.
proceedings at — continued.
proxies, 620, 623

stamps on, 623
quorum, 620
scrutineers, 621
show of hands, 620
votes, 623
misfeasance proceedings in, 664
mortgaged property, expenditure on, 634
mortgagees,

notice to, 631

possession with regard to, 631
motion as to questions arising in, 654— 656
notices in, or as to,

allowance of debts, of [637]

appearance, of [658]

appointment to hear originating summons [658]

call, of [645]

come in and prove debt, to [634]

dividend, of [642]

final meeting, of,

advertisement [665]
convening meeting [665]
registrar of joint-stock companies, to [667]
Gazette notices, how signed, 625
mortgagees, to, 631
motion, of [656]

calls, to enforce [646]
preliminary to meeting,

extraordinary resolution [620]
special resolution,

first meeting [618]
second meeting [619]
receivers, to, 631

settle list of contributories, to [643] 644
subsequent to meeting,

extraordinary resolution.
Gazette notice [626]
registrar of joint-stock companies, to [626]
special resolution,

Gazette notice [625]
official receiver may apply for compulsory order, 849
orders in, 659 ct seq.
originating summons, 655 et seq.

advertisement of order for substituted service [659]
appearance to, 658
notice of [658]
application by, 657
failure to appear, 659
form of [657]
notice,

appearance, of [658]
day fixed for hearing, of [658]
order for substituted service [659]
petition for compulsory order, 39
bar to, when, 42
disHolution, after, 666
questions arising in, 655, 656
polls, as to taking, 620 — 623
poBBeHsion of books and assets, as to, 630

lien, in case of, 6151
power of liquidators, 651, 786, 787

practice under soot. 138 as to Court proceedings, 654 — 656
pracipe for appearance in [658]



INDEX. 1051

VOLUNTARY WINDING-VV— continued.
priority of costs, &c., 6G4
l^rocedurc under .sect. 1;3 applies to, 244
production of documents iu [661]
proof of debt,

order fixing time for [635]
property,

sales of, 651, 652

vesting- of, 653
prosecution of directors. 664
proxies, as to, 622

blank, in, 624

deposit of, 624

revocation of, 624

stamping, 623, 624

voting by, where no poll, 620, 621
questions arising in, application to Court as to, 654
quorum, 620
receivers, 634

notice to, 63 1

possession of, 630, 631
reconstruction, 651
registrar of joint- stock companies,

notice to, of resolution [626]

return to, as to final meeting, 666
registration with a view to, 617
removal of liquidator, as to, 626

order [627]

order for removal, and appointment of another [627]
remuneration of liquidators, 629

company, by,

resolution for [629]

Court, by,

orders as to [630]

priority of, 664
representation order [662]
resolutions for,

extraordinary, 617

advantages of, 618
sanctioning compromise, 556
sanctioning scheme of arrangement, 556

meetings of company to pass, 617

[And see Meetings ; Notice, &c.]

notice of (for Gazette), 786

ordinary (pursuant to articles), 617

special, 617 — 619

supervision, must be valid for, 668
restraining actions,

summons for [632]

affidavit in support of [632]
return to Board of Trade, sect. 15 of 1890. .244
revocation of proxy, 624
sales by liquidator, 651, 652

agents, employment of , 651

conveyances, on. 651 [652]
form of, 653

covenant by, 653

shares, for, 652, 790
sale or arrangement under sect. 161 . .652, 790
scheme of liquidation, sanctioning, 556, 650
scrutineers, 621, 622

report of [622]
security for costs, order for [660]
ser\'ice,

originating smnmons, of, 658, 659

substituted [659]



1052 INDEX.

VOLUNTARY WmBlNG-VF— continued.
several liquidators act, 786

vacancy in case of, 627
show of hands, as to taking, 620
solicitor,

lien of, 631

payment of costs of, 664
special resolutions during, when required, 653
special resolution for, 617 e^ seq., 785

interval of meetings, 619
stamps on proxies,

cancellation of, 623, 624

payment for, out of assets, 624
staying actions and proceedings, as to, 632, 667
staying ■winding-up, 656
striking contributories off list, 643, 644
substituted service of originating summons,

order for, 659
summons in,

adjudication on claims, for [637] 638

application under sect. 138, on [657J

calls, to enforce, 645 [646]

distribution of siurplus, as to [649]

entering appearance to, 658

ex parte [657]

forms of [657]

questions arising in, as to, 654 — 656

restrain action, to [632]

taxation of liquidator's costs [664]
supervision order after, 663, 66S et seq.
surplus assets,

adjustment of rights of contributories, 648, 649, 656

distribution amongst contributories, 648, 649, 656

meaning of, 649

order appointing person to represent class of shareholders [649]
650

order on summons declaring rights [650]

summons as to distribution [649] and note
taxation of costs, as to obtaining, 664

certificate on [665]

order for [665]

summons for [664]
transfer of proceedings in, 506, 654
transfers of shares during, 644
unclaimed funds, 617

unregistered companies, does not apply to, 617

value of dissentient members' interests, how determined (s. 162) . . 790
votes,

at meetings, 620—624
[And see Meetings.]

rights as to, 623
what companies can resolve on, 617
yearly meetings of company in, 653, 787

VOTES,

solicitation of, 175

VOTING,

contributories, by,

general meetings, at, 349

provisions of article to bo regarded, 617
creditors, by,

contingent debt, in respect of, 173

first meeting, at, 173, 174

secured, 173

unliquidated debt, in respect of, 173



INDEX. 1053

VOTTNa—coniinuecl.

first meetings, at, 174

general meeting, at, 347, 349. [And see supra, Meetdtos.]

proxy, by,

first meeting, 174

general meetings, 349, 35G

voluntary winding-up, G23, 624
voluntary winding-up, meetings for, at, G20, 024. [And see Voltjn-

TAEY WiNDIXQ-UP.]

VOUCHERS,

committee of inspection, submission to, 234
dividends, for, where special bank account, 391
numbering of, 239
proof of debts, on, 360. [And see Pkoof of Debt.]



WAGES,

proof for, 361, 378, 397

WARRANT OF ARREST,
public examination [534]

WATER COMPANY,

jurisdiction to wind up, 1 1

WINDING-UP,

bankruptcy law, how far imported, 359, 547, 548
books to be evidence. 111, 789

disposition, 602, 789
commencement of,

compidsory, 779

voluntary, 786

under supervision, 674
compromise,

agreement with contributory, 557

liberty for liquidator to [562, 563], and practice, 562, 789

mortgagee and liquidator, order [563]

order confirming [561]
"concluded" within sect. 15 of 1890. .245
costs, 570
false evidence, 791

falsification, &c. of books, &c., penalty, 791

fraudulent directors, &c., assessment of damages against, 543, 790
fraudulent preference, 547, 790

inspection of books, &c. by creditors and contribiitories, 789
Ireland, rules in, 791
jurisdiction, 10 — 18
life assurance company, 12, 49
official receiver, appointment ol [93]
orders for, 87, 88
petitions for, 34 ef seq.
proof of debts, 379, 789
rules as to, 2

scheme of liquidation, sanction of Court to, 789
Scotland, power of Court to make rules as to, 791
Stannaries Court, rules in, 791
statutes as to, 1

taxation of costs (Rules of 1890), 568 — 570
unregistered companies, 797, 798

WINDING-UP BY COURT,

business not commenced within a year, 778
business suspended for a year, 778
cases for, 778
commencement, 779



1054 INDEX.



WINDING-UP BY COVRT— continued.
copy order to registrar, 779
just and equitable case, 778
Kquidator's appointment, 779
orders of Court as to, 2
petition for, 34 — 60

[And see Petitions.]
petition required, 38, 778

may be dismissed or adjourned, 78, 779
staying proceedings, as to, 779
unable to -pay debts, 778

•when to be deemed, 25, 778
•who may petition, 778

" WINDING-UP MATTER," 9

WINDING-UP ORDER, 87—95
advertisement of, 61
appeal from, 574

colonial company, restrictions as to [90, 91]
completion in Chambers, 137
copies of, 92
costs on, 89, 90
discharge of [95]
forms of [88, 89]

general meeting as to making, 347, 349
note as to statement of affairs [89] 90
notices of [87, 88, 94]
official receiver,

notices by [94]
provisional (abolished), 42, 87
provisional liquidator, clauses as to [91]
register of orders [23]
salaries, effect as to, 373
service of, 93
two petitions, on [91]
when "made," 142

WINDING-UP UNDER SUPERVISION,

accounts of liquidator, 687

affida%dt of no receipts [689]

affidavit verifying [690]

attendance to vouch, 689

certificate of registrar [691]

certificate on passing final accounts [691]

how to be passed, 668

order on liquidator to bring in [688]

summons for further time to leave, 690

summons for hquidator to biing in [688]

summons to proceed on [690]
action,

liberty to bring [077]

liberty to proceed (to liquidator) [685]
actions and proceedings, as to staying of, 669
additional liquidators, 668, 694
advertisement of order [674]

extending time, 675
allowance of claim [679]
applications to Court in, 669, 775

liberty to niukc, by order, 671

who may make, 075
books,

destruction, as to [69G, 697]
borrowing,

liquidator, 687



INDEX.

WINDING-UP UNDER SVFERYISION-contimed

calls, 681

claims in, by creditors, G77

commoucement of, 674

composition,

order sanctioning [684]
compromise, 684

compulsory order following, as to, 669
contributoiies, as to, 670, 681, 788

wishes of, 670, 788
costs, charges, and expenses, taxation rcqxiircd by order 671
costs, priority, G71 j ^^^^i, vn

taxation of liquidator's costs, 694
Court, power of, 669

applications to, 675
creditors and contributories, wishes regarded by Court 788
creditors, as to, 677

orders for inquiry as to, 678
order on liquidator to admit [679]
order to come in and prove or bo excluded [6791
wishes of, as to, 670
death of liquidator, 694
debts, inquiry as to, 678
destruction of books, 696
directions for meeting [681]
disallowance, by order, of claim, 679
dispensing with advertisements, 866
dissolution of company, as to [696]

where order necessary, 696
dividends in, 681, 697
eflfect of order, 668, 788
exclusion of claims, 679
extending time to advertise order, 671
filing proceedings in, 909
final order, 698
garnishee orders,

as to payment [685]
Gazette notice, 671
general procedure, 668, 909
injunction to restrain proceedings, 677
inquiry as to debts, 678
judge, definition of, 669
jurisdiction, 668

liberty to apply, order giving, 668 [671]
liberty to attend, order giving, 676
liberty to bring action [677]
liquidators,

additional, power of Court, 668
after compulsory order made, 789
appointment on sirmmons, 672
death, 626
discharge, 695
powers of, 668

restricting, 673
re- appointment of some, 695
removal [694, 695]
remuneration [692]
retirement, 672
meetings, 682
miscellaneous orders, 687
misfeasance proceedings, 675

not a winding-up " by Court " under the Act of 1890 7 852
order, advertisement of [674] ' " '

copy to registrar, 779
effect of, 668
form of [670]



1055



1056 INDEX.



WINDTNa-UP UNDER SUFETiYlSlOl^— continued.
petition for, form of, 56
petitioners, who are competent, 667
powers of Court, 669
priority of costs, 671

proxy for use at meeting convened by liquidator, 682
remuneration of liquidator,

orders as to [692]

practice as to, 692

taxation required, 671
resignation of liquidator, 668
restraining proceedings, 677
restrictions on liquidator's powers, as to, 673
rules of, as to, 669

secured creditors, declaration of rights [680]
security of liquidator, as to, 673

order to give, 671

usually required, 672
service of order, 93

notice, 669
solicitor, appointment, 676
staying actions in, 677
taxation of costs, 693
unclaimed dividends, practice as to, 697
vacancy in office of liquidator, as to filling up, 694
valid voluntary winding-up, condition precedent, 668
wishes of creditors and contributories, 670

WISHES,

contributories, of, regarded on petition, 44, 78, 79
creditors, of, at hearing, 78, 79

general meeting, as to, 347, 348

WITHDRAWAL,

petition, of, 78—80, 83 [84]

WITNESS,

certificate of examiner as to [119]
committal of, 121
expenses of, 122

notice of motion against, to attend examiner [120]
notice to attend [119]

order to attend, at own expense, 120 [126]
Scotland, order for examination in [127]
[See Evidence.]

WORKMAN,

proof by [380] 397

WRIT OF SUMMONS,

debenture action, in [414]

WRONG COURT, 14

effect of proceeding in, 18



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Online LibraryFrancis Beaufort PalmerCompany precedents for use in relation to companies subject to the Companies acts, 1862 to 1890 ... (Volume 2) → online text (page 134 of 134)