CO129-474 - Governor Sir Stubbs - 1922 [1-4] — Page 72

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Article 145 provides for the appointment of officers or servanta of the Corporation as inspectors, managare or avante at such places, Articles 140 rands as follows:- "The Court by letters of attorney or other dead under the seal or by writing not under seal, may delegate to such director, lonal committee, inspectors, managers, sgante, and other officers respectively any of the powers of the Court, and may invent them respectively with any other powers which the Court in their discretion, think azpeitiant, for the que conduct, management, and regulation of any of the business or affairs of the Company. I may also refer to Article 158, which vanta very wide discretionary and supplementary powere in the Court of wirectors. It must, 1 think, be taken that the delegation to the representative of the Corporation in London and at han hți of the power of opening and keeping Registers of shareholders at those plnoan we unde under some one or more of thene articles. Then, we that delegation rightly manda? Dons

it come within the scope of the articles? I am of opinion that the powers of the dalagation conferred by these articles are mufficiently large and gener-1 to render it necessary for me to answer these questions in the affirmativo. I therefore hold that

the Court of Directors were within their rights and povers in authorizing the repreemtetives of the Corporation in London and at Shanghai to open and cŋẹp auch Registers; that the Registere are good and valid registers; that the shares now in question which are borne on the Registers are not bons notabilis within the Probate Jurisdiction of this Court; and that the answer to

the question submitted by the special onse must be in favour of

the defendant,

A few more observations may be added.

The course of practice of the Corporation which it is now sought

to invalidate as being ultra viran has existed for many yaara, in part at least before the incorporation of the Corporation.

It may therefore fairly be samumed that the Ordinance and the

Deed of Settlement wors framed with a view to such a state of

things, and that the legislature in making the ordinance and the

Governor