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M
power to acquire, hold and dispose of lands in the Colony as if it were
a company incorporated under this. Ordinance."
(c.) by the re-numbering of sub-section (2) as sub-
section (3).
Objects und Reasons,
1. The object of this Bili is to introduce some amend- meats into the Companies Ordinance, 1911: amendments the majority of which have been suggested by members of the Commercial Community,
2. Section 1 of the Bill is formal.
3. Sectious 2. 3. 4, 5, 6 («), 7, 8, 10, 11, 13 and 15 introduce the obligation that Companies which propose to obtain the benefits under the law must provide in the English language their memorandum of association, articles of association, register of members, annual list of members, annual summary, statutory report, copies of special or extraordinary resolutions, prospectus or statement in lieu of prospectus, and the special statement required to be made by banking, insurance, benefit and similar Companies. The reason for this obligation, apart from the facilities which will thus be accorded to the Registry, is the greater practical publicity which will be afforded in connection with those statutory documents from which the public are entitled to ascertain the standing of an incorporated body.
4. Section 6 (6) provides that where a Company is formed for the purpose of taking over a business, the statutory report shall show any change taking place in the financial position of the Company between its incorporation and the date of the report. The reason for this proposal is that shareholders or intending shareholders may be able to know precisely what the financial position of the Company really is. Sub-section (c) of the same section provides for the audit of the above mentioned statement.
5. Section 9 lays down the minimum requirements of the books which a Company must keep and it would not appear that any respectable Company could reasonably object to the maintenance of these normal business records.
6. Section 12 amends a mistake in sub-section (6) of section 89: the qualifying words which are now deleted imposed a restriction to which, obviously, a very large number of local Companies which had issued a prospectus could not be amenable.
7. Section 14 renders a Company as well as its officers liable to penalty for refusal to permit inspection of its registrable mortgage liabilities by duly legally authorized parties.
8. Section 16 provides for some definite check over the appointment and capacity of auditors in order to insure that the integrity of audit may be expected.
9. Section 17 is designed to remove a difficulty which arises in the language of section 185, by which it would appear that a Company was not able to transfer its assets to any Company other than a local Company-a hardship which it seems desirable to remove.
10. Section 18 has as its object the giving of power to a Company incorporated in the United Kingdom or in a British Possession to acquire immovable property without some of the restrictions with which this power is limited in the case of Foreign Corporations.
JOHN A. BUCKnill,
Attorney Gencral.