COMPANIES.
No. 58 of 1911.
2077
Meaning of private company.
122. (1) For the purposes of this Ordinance, "private company" means a company which by its articles—
(a) restricts the rights to transfer its shares; and
(b) limits the number of its members (exclusive of persons who are in the employment of the company and of persons who, having been formerly in the employment of the company, were while in such employment and have continued after the determination of such employment to be members of the company) to fifty; and
(c) prohibits any invitation to the public to subscribe for any shares or debentures of the company.
(2) A private company may, subject to anything contained 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.
private company. 8 Edw. 7, c. 69, s. 121.
122A. Where the articles of a company include the provisions which, by section 122 are required to be included therein in order to constitute the company a private company for the purposes of this Ordinance, and default is made in complying with any of those provisions, the company shall cease to be entitled to the privileges and exemptions conferred on private companies under the provisions of this Ordinance mentioned in the Fifth Schedule, and thereupon the said provisions shall apply to the company as if it were not a private company:
Provided that the court, on being satisfied that the failure to comply with the conditions was accidental or due to inadvertence or to some other sufficient cause, or that on other grounds it is just and equitable to grant relief, may, on the application of the company or any other person...
* As amended by No. 12 of 1921.
† As amended by No. 12 of 1921 and Law Rev. Ord., 1924.
Fifth Schedule.
T
COMPANIES.
No. 58 of 1911.
2077
Meaning of private company.
122. (1) For the purposes of this Ordinance, "private Meaning of company means a company which by its articles-
(a) restricts the rights to transfer its shares; and
(b) limits the number of its members (exclusive of persons who are in the employment of the company and of persons who, having been formerly in the employment of the company, were while in such employment and have continued after the determination of such employment to be members of the company) to fifty; and
(c) prohibits any invitation to the public to subscribe for any shares or debentures of the company.
(2) A private company may, subject to anything contained 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.
private
company. 8 Edw. 7,
c. 69, s. 121.
*
with pro-
constitute a
122A. Where the articles of a company include the Default in provisions which, by section 122 are required to be included complying therein in order to constitute the company a private company visions for the purposes of this Ordinance, and default is made in required to complying with any of those provisions, the company shall private cease to be entitled to the privileges and exemptions conferred & Geo. 5. on private companies under the provisions of this Ordinance c. 25, s. I. mentioned in the Fifth Schedule, and thereupon the said t provisions shall apply to the company as if it were not a Schedule. private company :
Provided that the court, on being satisfied that the failure to comply with the conditions was accidental or due to inadvertence or to some other sufficient cause, or that on other grounds it is just and equitable to grant relief, may, on the application of the company or any other person
* As amended by No. 12 of 1921.
† As amended by No. 12 of 1921 and Law Rev. Ord,, 1924.
3 4 5,
Fifth
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