17817-1910-Supplementary-Bills-read-a-first-time--Companies — Page 46

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(4) For the purposes of the application of the said Act to this Ordinance, the words "the Board of Trade" there- in occurring shall be read as meaning the Governor and the words "all the Superior Courts of Law and Equity "in the United Kingdom according to their respective “jurisdiction and the words "any of His Majesty's Superior Courts of Record at Westminster, or as the case may be at Dublin" shall be read as meaning the court,

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Power to compromise.

120.-(1) Where a compromise or arrangement is pro- Power to posed between a company and its creditors or any class of compromise

with credi- them, or between the company and its members or any tors and class of them, the court may, on the application in a sum- members. mary way of the company or of any creditor or member 8 Edw. 7 c. of the company or, in the case of a company being wound 69 s. 120. up, of the liquidator, order a meeting of the creditors or of the members of the company or class of members, as the case may be, to be summoned in such wamuer as the court directs.

(2) If a majority in number representing three-fourths in value of the creditors or class of creditors, or members or class of members, as the case may be, present either in person or by proxy at the meeting, agree to any com- promise or arrangement, the compromise or arrangement shall, if sanctioned by the court, he binding on all the ereditors or the class of creditors, or on the members or class of members, as the case may be, and also on the company or, in the case of a company in the course of being wound up, on the liquidator and contributories of the company.

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(3) In this section the expression “company any company liable to be wound up under this Ordinance.

Meaning of Private Company."

121.--(1) For the purposes of this Ordinance the ex- Meaning of pression "private company means a company which by "private itsarticles-

company." 16. s. 121.

(a) restricts the right to transfer its shares; and (b) limits the number of its members (exclusive of persons who are in the employment of the company) to fifty; and

(e) prohibits any invitation to the public to sub- scribe for any shares or debentures of the coin- pany.

(2) A private company may, subject to anything cou- tained in the memorandum or articles, by passing a special resolution and by filing with the registrar of companies such a statement in lieu of prospectus as the company, if a public company, would have had to file before allotting any of its shares or debentures, together with such a statutory declaration as the company, if a public company, would have had to file before commencing business, turn itself into a public company,

(3) Where two or more persons hold one or more shares in a company jointly they shall, for the purposes of this section, be treated as a single member,

PART IV,

WINDING UP,

Preliminary.

122.-(1) The winding up of a company may be either Modes of

() by the court; or

(i) voluntary; or

(iii) subject to the supervision of the court.

(2) The provision of this Ordinance with respect to winding up apply, unless the contrary appears, to the winding up of a company in any of those modes.

winding up.

Zb. s. 122.