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holder of any such bill of exchange, promissory note, chéquo, or order for money or goods, for the amount thereof, unless the sume is duly paid by the company,
Meetings and Proceedings.
65.-(1) A general meeting of every company shall be Annual held once at the least in every calendar year, and not more general
meeting. than fifteen months after the holding of the last preceding gw 7 e general meeting, and, if not so held, the company and every 69 s. 64. director, manager, secretary, and other officer of the com pany, who is knowingly a party to the default, shafi lm liable to a fine nor exceeding five hundred dollars.
(2) When defanit as been made in holding a meeting
of the company in accordance with the provisions of this section, the court may, on the application of any member of the company call or direct the calling of a general meeting of the company,
66.-(1) Every company limited by shares and regis- First staty- tered on or after the date of the coming into operation of tory meeting of company. this Ordinauce shall, within a period of not less than one 74. 8. 65. month nor more than three months from the date at which commence business, bold a the company is outitled to general meeting of the members of the company which shall be called the statutory meeting.
(2) The directors shall, at least seven days before the day on which the meeting is hold, forward a report (in this Ordinance called "the statutory report") to every member of the company and to every other person entitled under this Ordinance to receive it.
(3) The statutory report shall be certified by not less than two directors of the company, or, where there are less than two directors, by the sole director and manager, and shall state-~~
(a) the total number of shares allorted, distinguish- ing shares allotted as fully or partly paid up otherwise than in cash, and stating in the case of shares partly paid up the extent to which they are so paid up, and in either ease the consideration for which they have heen allotted; (b) the total amount of eash received by the com- pany in respect of all the shares allotted. distinguished as aforesaid:
(c) an abstract of the receipts of the company ou account of its capital, whether from shares or debentures, and of the payments made thereouf, up to a date within seven days of the date of the report, exhibiting under distinctive head- ings the receipts of the company from shares and debentures and other sources, the paymeurs made thereout, and particulars concerning the balance remaining in hand, and an account or estimate of the preliminary expenses of the company;
(4) the maines, addresses, and descriptions of the
directors, auditors [(if any)], managers (if any), [] nul secretary of the company; and
(e) the particulars of any contract, the modification
of which is to be submitted to the meeting for
its approval together with the particulars of
the modification or proposed modification.
(1) The statutory report shall, so far as it relates to the shares allotted by the company, and to the cash received in respect of auch shares, and to the receipts and payments
of the company on capital account, be certified as correct by the auditors, if any, of the company.
(3) The directors shall cause a copy of the statutory report. certified as by this section requiral, to be filed with the registrar of companies forthwith after the sending thereof to the members of the computry.
(6) The directors shall cause a list showing the names, descriptions, and addresses of the members of the company, and the number of shares held by them respectively, to be produced at the commencement of the meeting, and to remain open ami accessible to any member of the company during the continuance of the meeting.
Convening
of extra- ordinary general
raeeting on requisition.
8 #dw, 7 c. 69 8. 66.
Provisions
as to meet-
ings and
votes.
Ib. 9. 67.
Representa
tion of com. panics at meetings of other com. panies of
25
(7) The members of the company present at the meeting shall be at liberty to discuss any matter relating to the formation of the company, or arising out of the statutory report, whether previous notice has been given or not, but no resolution of which notice has not been given in accord- ance with the articles may be passed.
(8) The meeting may adjourn from time to time, and at any adjourned meeting any resolution of which notice has been given in accordance with the articles, either before or subsequently to the former meeting, may be passed, and the adjourned meeting shall have the same powers us an original meeting.
(9) If a petition is presented to the court in manmer provided by Part IV of ibis Ordinance for winding up the company on the ground of default in fling dhe statutory report or in bolding the statory meeting, the court may, instead of directing that the company be wound up, give directions for the statutory report to be filed or a meeting to be held, or make such other order as may be just.
(10) The provisions of this section as to the forwarding and filing of the statutory report shall nor apply in the case of a private company,
67-(1) Notwithstanding anything in the articles of a company, the directors of a company shall, on the requisi- tion of the holders of not less than one-tenth of the issued share capital of the company on which all calls or other suus then due have been paid, forthwith proceed to convene an extraordinary general meeting of the company. (2) The requisition must state the objects of the meat- ing, and must be signed by the requisitionists and deposited at the registered office of the company, and way consist of several documents in like form, ose signed by one or more requisitionists.
(3) If the directors do not proceed to cause a meeting fo be held within twenty-one days from the date of the requisition being so deposited, the requisitionists, or a majority of them in vaine, may themselves convene the meeting, but any meeting so convened shall not be held after three months from the date of the deposit.
(4) If at any such meeting a resolution requiring con- firmation at another meeting is passed, the directors shall forthwith convene a further extraordinary general meeting for the purpose of considering the resolution and, if thought fit, of confirming it as a special resolution; and, if the directors do not convene the meeting within seven days from the date of the passing of the first resolution, the requisi- tionists, or a majority of them in value, may themselves convene the ineering.
(5) Any meeting convened under this section by the requisitionists shall be convened in the same manner, as nearly as possible, as that in which meetings are to be convened by directors.
03. In default of, and subject to, any regulations in the
articles---
A meeting of a company may be called by seven days' notice in writing, served on every member in manner in which notices are required to be served by Table A in the First Schedule to this Ordinance:
(i) Five members may call a meeting :
(ii) Any person elected by the members present at
a meeting may be chairman thereof:
(iv) Every member shall have one vore.
69. A company which is a member of another company may, by resolution of the directors, authorise any of its officials or any other person to act as its representative at any meeting of that other company, and the person so authorised shall be entitled to exercise the same powers on behalf of the company which he represents as if he were are members. an individual shareholder of that other company. Ib. & 65.
which they
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