Companies Act 1948

1. Introductory Text

2. Part I Incorporation of Companies and Matters incidental thereto

   1. Memorandum of Association

      1. 1. Mode of forming incorporated company

      2. 2. Requirements with respect to memorandum

      3. 3. Stamp and signature of memorandum

      4. 4. Restriction on alteration of memorandum

      5. 5. Mode in which and extent to which objects of company may be altered

   2. Articles of Association

      1. 6. Articles prescribing regulations for companies

      2. 7. Regulations required in case of unlimited company or company limited by guarantee

      3. 8. Adoption and application of Table A

      4. 9. Printing, stamp, and signature of articles

      5. 10. Alteration of articles by special resolution

   3. Form of Memorandum and Articles

      1. 11. Statutory forms of memorandum and articles

   4. Registration

      1. 12. Registration of memorandum and articles

      2. 13. Effect of registration

      3. 14. Power of company to hold lands

      4. 15. Conclusiveness of certificate of incorporation

      5. 16. Registration of unlimited company as limited

   5. Provisions with respect to Names of Companies

      1. 17. Prohibition of registration of companies by undesirable names

      2. 18. Change of name

      3. 19. Power to dispense with "limited" in name of charitable and other companies

   6. General Provisions with respect to Memorandum and Articles

      1. 20. Effect of memorandum and articles

      2. 21. Provision as to memorandum and articles of companies limited by guarantee

      3. 22. Alterations in memorandum or articles increasing liability to contribute to share capital not to bind existing members without consent

      4. 23. Power to alter conditions in memorandum which could have been contained in articles

      5. 24. Copies of memorandum and articles to be given to members

      6. 25. Issued copies of memorandum to embody alterations

   7. Membership of Company

      1. 26. Definition of member

      2. 27. Membership of holding company

   8. Private Companies

      1. 28. Meaning of "private company"

      2. 29. Consequences of default in complying with conditions constituting a company a private company

      3. 30. Statement in lieu of prospectus to be delivered to registrar by company on ceasing to be private company

   9. Reduction of Number of Members below Legal Minimum

      1. 31. Members severally liable for debts where business carried on with fewer than seven, or in case of private company two, members

   10. Contracts, &c

       1. 32. Form or contracts

       2. 33. Bills of exchange and promissory notes

       3. 34. Execution of deeds abroad

       4. 35. Power for company to have official seal for use abroad

   11. Authentication of Documents

       1. 36. Authentication of documents

3. Part II Share Capital and Debentures

   1. Prospectus

      1. 37. Dating of prospectus

      2. 38. Matters to be stated and reports to be set out in prospectus

      3. 39. Exclusion of foregoing section and relaxation of Fourth Schedule in case of certain prospectuses

      4. 40. Expert's consent to issue of prospectus containing statement by him

      5. 41. Registration of prospectus

      6. 42. Restriction on alteration of terms mentioned in prospectus or statement in lieu of prospectus

      7. 43. Civil liability for mis-statements in prospectus

      8. 44. Criminal liability for mis-statements in prospectus

      9. 45. Document containing offer of shares or debentures for sale to be deemed prospectus

      10. 46. Interpretation of provisions relating to prospectuses

   2. Allotment

      1. 47. Prohibition of allotment unless minimum subscription received

      2. 48. Prohibition of allotment in certain cases unless statement in lieu of prospectus delivered to registrar

      3. 49. Effect of irregular allotment

      4. 50. Applications for, and allotment of, shares and debentures

      5. 51. Allotment of shares and debentures to be dealt in on stock exchange

      6. 52. Return as to allotments

   3. Commissions and Discounts, &c

      1. 53. Power to pay certain commissions, and prohibition of payment of all other commissions, discounts, &c

      2. 54. Prohibition of provision of financial assistance by company for purchase of or subscription for its own, or its holding company's, shares

   4. Construction of References to offering Shares or Debentures to the Public

      1. 55. Construction of references to offering shares or debentures to the public

   5. Issue of Shares at Premium and Discount and Redeemable Preference Shares

      1. 56. Application of premiums received on issue of shares

      2. 57. Power to issue shares at a discount

      3. 58. Power to issue redeemable preference shares

   6. Miscellaneous Provisions as to Share Capital

      1. 59. Power of company to arrange for different amounts being paid on shares

      2. 60. Reserve liability of limited company

      3. 61. Power of company limited by shares to alter its share capital

      4. 62. Notice to registrar of consolidation of share capital, conversion of shares into stock, &c

      5. 63. Notice of increase of share capital

      6. 64. Power of unlimited company to provide for reserve share capital on re-registration

      7. 65. Power of company to pay interest out of capital in certain cases

   7. Reduction of Share Capital

      1. 66. Special resolution for reduction of share capital

      2. 67. Application to court for confirming order, objections by creditors, and settlement of list of objecting creditors

      3. 68. Order confirming reduction and powers of court on making such order

      4. 69. Registration of order and minute of reduction

      5. 70. Liability of members in respect of reduced shares

      6. 71. Penalty for concealing name of creditor, &c

   8. Variation of Shareholders' Rights

      1. 72. Rights of holders of special classes of shares

   9. Transfer of Shares and Debentures, Evidence of Title, &c

      1. 73. Nature of shares

      2. 74. Numbering of shares

      3. 75. Transfer not to be registered except on production of instrument of transfer

      4. 76. Transfer by personal representative

      5. 77. Registration of transfer at request of transferor

      6. 78. Notice of refusal to register transfer

      7. 79. Certification of transfers

      8. 80. Duties of company with respect to issue of certificates

      9. 81. Certificate to be evidence of title

      10. 82. Evidence of grant of probate

      11. 83. Issue and effect of share warrants to bearer

      12. 84. Penalty for personation of shareholder

      13. 85. Offences in connection with share warrants in Scotland

   10. Special Provisions as to Debentures

       1. 86. Provisions as to registers of debenture holders

       2. 87. Rights of inspection of register of debenture holders and to copies of register and trust deed

       3. 88. Liability of trustees for debenture holders

       4. 89. Perpetual debentures

       5. 90. Power to re-issue redeemed debentures in certain cases

       6. 91. Saving, in case of re-issued debentures, of rights of certain mortgagees

       7. 92. Specific performance of contracts to subscribe for debentures

       8. 93. Validity of debentures to bearer in Scotland

       9. 94. Payment of certain debts out of assets subject to floating charge in priority to claims under the charge

4. Part III Registration of Charges

   1. Registration of Charges with Registrar of Companies

      1. 95. Registration of charges created by companies registered in England

      2. 96. Duty of company to register charges created by company

      3. 97. Duty of company to register charges existing on property acquired

      4. 98. Register of charges to be kept by registrar of companies

      5. 99. Endorsement of certificate of registration on debentures

      6. 100. Entries of satisfaction and release of property from charge

      7. 101. Rectification of register of charges

      8. 102. Registration of enforcement of security

   2. Provisions as to Company's Register of Charges and as to Copies of Instruments creating Charges

      1. 103. Copies of instruments creating charges to be kept by company

      2. 104. Company's register of charges

      3. 105. Right to inspect copies of instruments creating mortgages and charges and company's register of charges

   3. Application of Part III to Companies incorporated outside England

      1. 106. Application of Part III to charges created, and property subject to charge acquired, by company incorporated outside England

5. Part IV Management and Administration

   1. Registered Office and Name

      1. 107. Registered office of company

      2. 108. Publication of name by company

   2. Restrictions on Commencement of Business

      1. 109. Restrictions on commencement of business

   3. Register of Members

      1. 110. Register of members

      2. 111. Index of members

      3. 112. Provisions as to entries in register in relation to share warrants

      4. 113. Inspection of register and index

      5. 114. Consequences of failure to comply with requirements as to register owing to agent's default

      6. 115. Power to close register

      7. 116. Power of court to rectify register

      8. 117. Trusts not to be entered on register in England

      9. 118. Register to be evidence

   4. Dominion Register

      1. 119. Power for company to keep dominion register

      2. 120. Regulations as to dominion register

      3. 121. Stamp duties in case of shares registered in dominion registers

      4. 122. Power to extend provisions as to dominion registers to other countries

      5. 123. Provisions as to branch registers of dominion companies kept in the United Kingdom

   5. Annual Return

      1. 124. Annual return to be made by company having a share capital

      2. 125. Annual return to be made by company not having a share capital

      3. 126. Time for completion of annual return

      4. 127. Documents to be annexed to annual return

      5. 128. Certificates to be sent by private company with annual return

      6. 129. Exemption, in certain cases, of private companies from requirements of s.127

   6. Meetings and Proceedings

      1. 130. Statutory meeting and statutory report

      2. 131. Annual general meeting

      3. 132. Convening of extraordinary general meeting on requisition

      4. 133. Length of notice for calling meetings

      5. 134. General provisions as to meetings and votes

      6. 135. Power of court to order meeting

      7. 136. Proxies

      8. 137. Right to demand a poll

      9. 138. Voting on a poll

      10. 139. Representation of corporations at meetings of companies and of creditors

      11. 140. Circulation of members' resolutions, &c

      12. 141. Extraordinary and special resolutions

      13. 142. Resolutions requiring special notice

      14. 143. Registration and copies of certain resolutions and agreements

      15. 144. Resolutions passed at adjourned meetings

      16. 145. Minutes of proceedings of meetings of company and of directors and managers

      17. 146. Inspection of minute books

   7. Accounts and Audit

      1. 147. Keeping of books of account

      2. 148. Profit and loss account and balance sheet

      3. 149. General provisions as to contents and form of accounts

      4. 150. Obligation to lay group accounts before holding company

      5. 151. Form of group accounts

      6. 152. Contents of group accounts

      7. 153. Financial year of holding company and subsidiary

      8. 154. Meaning of "holding company" and "subsidiary"

      9. 155. Signing of balance sheet

      10. 156. Accounts and auditors' report to be annexed to balance sheet

      11. 157. Directors report to be attached to balance sheet

      12. 158. Right to receive copies of balance sheets and auditors' report

      13. 159. Appointment and remuneration of auditors

      14. 160. Provisions as to resolutions relating to appointment and removal of auditors

      15. 161. Disqualifications for appointment as auditor

      16. 162. Auditors' report and right of access to books and to attend and be heard at general meetings

      17. 163. Construction of references to documents annexed to accounts

   8. Inspection

      1. 164. Investigation of company's affairs on application of members

      2. 165. Investigation of company's affairs in other cases

      3. 166. Power of inspectors to carry investigation into affairs of related companies

      4. 167. Production of documents, and evidence, on investigation

      5. 168. Inspectors' report

      6. 169. Proceedings on inspectors' report

      7. 170. Expenses of investigation of company's affairs

      8. 171. Inspectors' report to be evidence

      9. 172. Appointment and powers of inspectors to investigate ownership of company

      10. 173. Power to require information as to persons interested in shares or debentures

      11. 174. Power to impose restrictions on shares or debentures

      12. 175. Saving for solicitors and bankers

   9. Directors and other Officers

      1. 176. Directors

      2. 177. Secretary

      3. 178. Prohibition .of certain persons being sole director or secretary

      4. 179. Avoidance of acts done by person in dual capacity as director and secretary

      5. 180. Validity of acts of directors

      6. 181. Restrictions on appointment or advertisement of director

      7. 182. Share qualifications of directors

      8. 183. Appointment of directors to be voted on individually

      9. 184. Removal of directors

      10. 185. Retirement of directors under age limit

      11. 186. Duty of directors to disclose age to company

      12. 187. Provisions as to undischarged bankrupts acting as directors

      13. 188. Power to restrain fraudulent persons from managing companies

      14. 189. Prohibition of tax-free payments to directors

      15. 190. Prohibition of loans to directors

      16. 191. Approval of company requisite for payment by it to director for loss of office, &c

      17. 192. Approval of company requisite for any payment, in connection with transfer of its property, to director for loss of office, &c

      18. 193. Duty of director to disclose payment for loss of office, &c, made in connection with transfer of shares in company

      19. 194. Provisions supplementary to three foregoing sections

      20. 195. Register of directors' shareholdings, &c

      21. 196. Particulars in accounts of directors' salaries, pensions, &c

      22. 197. Particulars in accounts of loans to officers, &c

      23. 198. General duty to make disclosure for purposes of three foregoing sections

      24. 199. Disclosure by directors of interests in contracts

      25. 200. Register of directors and secretaries

      26. 201. Particulars with respect to directors in trade catalogues, circulars, &c

      27. 202. Limited company may have directors with unlimited liability

      28. 203. Special resolution of limited company making liability of directors unlimited

      29. 204. Provisions as to assignment of office by directors

   10. Avoidance of Provisions in Articles or Contracts relieving Officers from Liability

       1. 205. Provisions as to liability of officers and auditors

   11. Arrangements and Reconstructions

       1. 206. Power to compromise, with creditors and members

       2. 207. Information as to compromises with creditors and members

       3. 208. Provisions for facilitating reconstruction and amalgamation of companies

       4. 209. Power to acquire shares of shareholders dissenting from scheme or contract approved by majority

   12. Minorities

       1. 210. Alternative remedy to winding up in cases of oppression

6. Part V Winding Up(i) Preliminary

   1. Modes of Winding Up

      1. 211. Modes of winding up

   2. Contributors

      1. 212. Liability as contributories of present and past members

      2. 213. Definition of "contributory"

      3. 214. Nature of liability of contributory

      4. 215. Contributories in case of death, of member

      5. 216. Contributories in case of bankruptcy of member

      6. 217. Provision as to married women

   3. (ii) Winding Up by the Court

      Jurisdiction

      1. 218. Jurisdiction to wind up companies registered in England

      2. 219. Transfer of proceedings from one court to another and statement of case by county court

      3. 220. Jurisdiction to wind up companies registered in Scotland

      4. 221. Power in Scotland to remit winding up to Lord Ordinary

   4. Cases in which Company may be wound up by Court

      1. 222. Circumstances in which company may be wound up by court

      2. 223. Definition of inability to pay debts

   5. Petition for Winding Up and Effects thereof

      1. 224. Provisions as to applications for winding up

      2. 225. Powers of court on hearing petition

      3. 226. Power to stay or restrain proceedings against company

      4. 227. Avoidance of dispositions of property, &c, after commencement of winding up

      5. 228. Avoidance of attachments, &c, in case of English company, and in case of effects in England of Scottish company

   6. Commencement of Winding Up

      1. 229. Commencement of winding up by the court

   7. Consequences of Winding-up Order

      1. 230. Copy of order to be forwarded to registrar

      2. 231. Actions stayed on winding-up order

      3. 232. Effect of winding-up order

   8. Official Receiver in English Winding Up

      1. 233. Official receiver in bankruptcy to be official receiver for winding-up purposes

      2. 234. Appointment of official receiver by court in certain cases

      3. 235. Statement of company's affairs to be submitted to official receiver

      4. 236. Report by official receiver

   9. Liquidators

      1. 237. Power of court to appoint liquidators

      2. 238. Appointment and powers of provisional liquidator

      3. 239. Appointment, style, &c, of liquidators in England

      4. 240. Provisions where person other than official receiver is appointed liquidator

      5. 241. Provisions as to liquidators in Scotland

      6. 242. General provisions as to liquidators

      7. 243. Custody of company's property

      8. 244. Vesting of property of company in liquidator

      9. 245. Powers of liquidator

      10. 246. Exercise and control of liquidator's powers in England

      11. 247. Books to be kept by liquidator in England

      12. 248. Payments of liquidator in England into bank

      13. 249. Audit of liquidator's accounts in England

      14. 250. Control of Board of Trade over liquidators in England

      15. 251. Release of liquidators in England

   10. Committees of Inspection

       1. 252. Meetings of creditors and contributories to determine whether committee of inspection shall be appointed

       2. 253. Constitution and proceedings of committee of inspection

       3. 254. Powers of Board of Trade in England where no committee of inspection

       4. 255. Additional powers of committee of inspection in Scotland

   11. General Powers of Court in case of Winding Up by Court

       1. 256. Power to stay winding up

       2. 257. Settlement of list of contributories and application of assets

       3. 258. Delivery of property to liquidator

       4. 259. Payment of debts due by contributory to company and extent to which set-off allowed

       5. 260. Power of court to make calls

       6. 261. Payment into Bank of moneys due to company

       7. 262. Order on contributory conclusive evidence

       8. 263. Appointment in England of special manager

       9. 264. Power to exclude creditors not proving in time

       10. 265. Adjustment of rights of contributories

       11. 266. Inspection of books by creditors and contributories

       12. 267. Power to order costs of winding up to be paid out of assets

       13. 268. Power to summon persons suspected of having property of company, &c

       14. 269. Attendance of officers of company at meetings of creditors, &c, in Scotland

       15. 270. Power in England to order public examination of promoters and officers

       16. 271. Power to arrest absconding contributory

       17. 272. Powers of court cumulative

       18. 273. Delegation to liquidator of certain powers of court in England

       19. 274. Dissolution of company

   12. Enforcement of and Appeal from Orders

       1. 275. Order for calls on contributories in Scotland

       2. 276. Enforcement throughout United Kingdom of orders made in winding up

       3. 277. Appeals from orders in Scotland

   13. (iii) Voluntary Winding Up

       Resolutions for, and Commencement of, Voluntary Winding Up

       1. 278. Circumstances in which company may be wound up voluntarily

       2. 279. Notice of resolution to wind up voluntarily

       3. 280. Commencement of voluntary winding up

   14. Consequences of Voluntary Winding Up

       1. 281. Effect of voluntary winding up on business and status of company

       2. 282. Avoidance of transfers, &c., after commencement of voluntary winding up

   15. Declaration of Solvency

       1. 283. Statutory declaration of solvency in case of proposal to wind up voluntarily

   16. Provisions applicable to a Members' Voluntary Winding Up

       1. 284. Provisions applicable to a members' winding up

       2. 285. Power of company to appoint and fix remuneration of liquidators

       3. 286. Power to fill vacancy in office of liquidator

       4. 287. Power of liquidator to accept shares, &c, as consideration for sale of property of company

       5. 288. Duty of liquidator to call creditors' meeting in case of insolvency

       6. 289. Duty of liquidator to call general meeting at end of each year

       7. 290. Final meeting and dissolution

       8. 291. Alternative provisions as to annual and final meetings in case of insolvency

   17. Provisions applicable to a Creditors' Voluntary Winding Up

       1. 292. Provisions applicable to a creditors' winding up

       2. 293. Meeting of creditors

       3. 294. Appointment of liquidator

       4. 295. Appointment of committee of inspection

       5. 296. Fixing of liquidators' remuneration and cesser of directors' powers

       6. 297. Power to fill vacancy in office of liquidator

       7. 298. Application of s.287 to a creditors' voluntary winding up

       8. 299. Duty of liquidator to call meetings of company and of creditors at end of each year

       9. 300. Final meeting and dissolution

   18. Provisions applicable to every Voluntary Winding Up

       1. 301. Provisions applicable to every voluntary winding up

       2. 302. Distribution of property of company

       3. 303. Powers and duties of liquidator in voluntary winding up

       4. 304. Power of court to appoint and remove liquidator in voluntary winding up

       5. 305. Notice by liquidator of his appointment

       6. 306. Arrangement when binding on creditors

       7. 307. Power to apply to court to have questions determined or powers exercised

       8. 308. Power of court in Scotland to stay proceedings against company

       9. 309. Costs of voluntary winding up

   19. (iv) Winding Up subject to Supervision of Court

       1. 310. Saving for rights of creditors and contributories

       2. 311. Power to order winding up subject to supervision

       3. 312. Effect of petition for winding up subject to supervision

       4. 313. Application of ss.227 and 228 to winding up subject to supervision,

       5. 314. Power of court to appoint or remove liquidators

       6. 315. Effect of supervision order

   20. (v) Provisions applicable to every Mode of Winding Up

       Proof and Ranking of Claims

       1. 316. Debts of all descriptions may be proved

       2. 317. Application of bankruptcy rules in winding up of insolvent English companies

       3. 318. Ranking of claims in Scotland

       4. 319. Preferential payments

   21. Effect of Winding Up on antecedent and other Transactions

       1. 320. Fraudulent preference

       2. 321. Liabilities and rights of certain fraudulently preferred persons

       3. 322. Effect of floating charge

       4. 323. Disclaimer of onerous property in case of company wound up in England

       5. 324. Liability for rentcharge on company's land after disclaimer

       6. 325. Restriction of rights of creditor as to execution or attachment in case of company being wound up in England

       7. 326. Duties of sheriff as to goods taken in execution

       8. 327. Effect of diligence within 60 days of winding up in case of Scottish company and in case of effects in Scotland of English company

   22. Offences antecedent to or in course of Winding Up

       1. 328. Offences by officers of companies in liquidation

       2. 329. Penalty for falsification of books

       3. 330. Frauds by officers of companies which have gone into liquidation

       4. 331. Liability where proper accounts not kept

       5. 332. Responsibility for fraudulent trading of persons concerned

       6. 333. Power of court to assess damages against delinquent directors, &c

       7. 334. Prosecution of delinquent officers and members of company

   23. Supplementary Provisions as to Winding Up

       1. 335. Disqualification for appointment as liquidator

       2. 336. Corrupt inducement affecting appointment as liquidator

       3. 337. Enforcement of duty of liquidator to make returns, &c

       4. 338. Notification that a company is in liquidation

       5. 339. Exemption of certain documents from stamp duty on winding up of companies

       6. 340. Books of company to be evidence

       7. 341. Disposal of books and papers of company

       8. 342. Information as to pending liquidations

       9. 343. Unclaimed assets in England to be paid to Companies Liquidation Account

       10. 344. Unclaimed dividends, &c, in Scotland to be lodged in bank

       11. 345. Resolutions passed at adjourned meetings of creditors and contributories

   24. Supplementary Powers of Court

       1. 346. Meetings to ascertain wishes of creditors or contributories

       2. 347. Judicial notice of signature of officers

       3. 348. Special commission for receiving evidence

       4. 349. Court may order examination of persons in Scotland

       5. 350. Costs of application for leave to proceed against company being wound up in Scotland

       6. 351. Affidavits, &c, in United Kingdom and dominions

   25. Provisions as to Dissolution

       1. 352. Power of court to declare dissolution of company void

       2. 353. Registrar may strike defunct company off register

       3. 354. Property of dissolved company to be bona vacantia

       4. 355. Power of Crown to disclaim title to property vesting under foregoing section

       5. 356. Liability for rentcharge on company's land after dissolution

   26. Special Provisions as to Stannaries

       1. 357. Attachment of debt due to contributory on winding up in stannaries court

       2. 358. Preferential payments in stannaries cases

       3. 359. Provisions as to mine club funds

   27. Central Accounts

       1. 360. Companies Liquidation Account

       2. 361. Investment of surplus funds on general account

       3. 362. Separate accounts of particular estates

   28. Officers

       1. 363. Officers and remuneration

       2. 364. Returns by officers in English winding up

   29. Rules and Fees

       1. 365. General rules and fees for winding up

7. Part VI Receivers and Managers

   1. 366. Disqualification of body corporate for appointment as receiver

   2. 367. Disqualification of undischarged bankrupt from acting as receiver or manager

   3. 368. Power in England to appoint official receiver as receiver for debenture holders or creditors

   4. 369. Receivers and managers appointed out of court

   5. 370. Notification that receiver or manager appointed

   6. 371. Power of court to fix remuneration on application of liquidator

   7. 372. Provisions as to information where receiver or manager appointed

   8. 373. Special provisions as to statement submitted to receiver

   9. 374. Delivery to registrar of accounts of receivers and managers

   10. 375. Enforcement of duty of receivers and managers to make returns, &c

   11. 376. Construction of references to receivers and managers

8. Part VII Application of Act to Companies formed or registered under former acts

   1. 377. Application of Act to companies formed and registered under former Companies Acts

   2. 378. Application of Act to companies registered but not formed under former Companies Acts

   3. 379. Application of Act to unlimited companies re-registered under former Companies Acts

   4. 380. Provisions as to companies registered under the Joint Stock Companies Acts

   5. 381. Exclusion of companies registered in Northern Ireland or Eire

9. Part VIII Companies not formed under this Act authorised to register under this act

   1. 382. Companies capable of being registered

   2. 383. Definition of joint stock company

   3. 384. Requirements for registration by joint stock companies

   4. 385. Requirements for registration by other than joint stock companies

   5. 386. Authentication of statements of existing companies

   6. 387. Registrar may require evidence as to nature of company

   7. 388. Change of name for purposes of registration

   8. 389. Addition of "limited" to name

   9. 390. Certificate of registration of existing companies

   10. 391. Vesting of property on registration

   11. 392. Saving for existing liabilities

   12. 393. Continuation of existing actions

   13. 394. Effect of registration under Part VIII

   14. 395. Power to substitute memorandum and articles for deed of settlement

   15. 396. Power of court to stay or restrain proceedings

   16. 397. Actions stayed on winding-up order

10. Part IX Winding up of Unregistered Companies

    1. 398. Meaning of unregistered company

    2. 399. Winding up of unregistered companies

    3. 400. Oversea companies may be wound up although dissolved

    4. 401. Contributories in winding up of unregistered company

    5. 402. Power of court to stay or restrain proceedings

    6. 403. Actions stayed on winding-up order

    7. 404. Provisions of Part IX cumulative

    8. 405. Saving for enactments providing for winding up under former Companies Acts

11. Part X Companies incorporated outside Great Britain

    1. Provisions as to Establishment of Place of Business in Great Britain

       1. 406. Application of ss.407 to 414

       2. 407. Documents, &c, to be delivered to registrar by oversea companies carrying on business in Great Britain

       3. 408. Power of oversea company to hold lands

       4. 409. Return to be delivered to registrar by oversea company where documents, &c., altered

       5. 410. Accounts of oversea company

       6. 411. Obligation to state name of oversea company, whether limited, and country where incorporated

       7. 412. Service on oversea company

       8. 413. Office where documents to be filed

       9. 414. Penalties

       10. 415. Interpretation of ss. 407 to 414

       11. 416. Special provisions as to delivery of documents by companies incorporated in Channel Islands or Isle of Man

    2. Prospectuses

       1. 417. Dating of prospectus and particulars to be contained therein

       2. 418. Exclusion of foregoing section and relaxation of Fourth Schedule in case of certain prospectuses

       3. 419. Provisions as to expert's consent, and allotment

       4. 420. Registration of prospectus

       5. 421. Penalty for contravention of four foregoing sections

       6. 422. Civil liability for mis-statements in prospectus

       7. 423. Interpretation of provisions as to prospectuses

12. Part XI General Provisions as to Registration

    1. 424. Registration offices in England and Scotland

    2. 425. Fees

    3. 426. Inspection, production and evidence of documents kept by registrar

    4. 427. Power of registrar in England to direct removal of documents to Public Record Office

    5. 428. Enforcement of duty of company to make returns to registrar

13. Part XII Miscellaneous Provisions with respect to Banking and Insurance Companies, and certain Societies, Partnerships and Unregistered Companies

    1. Provisions relating to Banking and Insurance Companies

       1. 429. Prohibition of banking partnerships with more than ten members

       2. 430. On registration of banking company with limited liability, notice to be given to customers

       3. 431. Liability of bank of issue unlimited in respect of notes

       4. 432. Privileges of banks making annual return

       5. 433. Banking and certain other companies to publish periodical statement

    2. Prohibition of Partnerships with more than twenty Members

       1. 434. Prohibition of partnerships with more than twenty members

    3. Application of certain Provisions of this Act to Unregistered Companies

       1. 435. Application of certain provisions of this Act to unregistered companies

14. Part XIII General

    1. Form of Registers, &c

       1. 436. Form of registers, &c

    2. Service of Documents

       1. 437. Service of documents on a company

    3. Offences

       1. 438. Penalty for false statements

       2. 439. Penalty for improper use of word "limited"

       3. 440. Provision with respect to default fines and meaning of "officer in default"

       4. 441. Production and inspection of books where offence suspected

       5. 442. Provisions as to summary proceedings

       6. 443. Proceedings on indictment in Scotland against bodies corporate

       7. 444. Application of fines

       8. 445. Saving as to private prosecutors

       9. 446. Saving for privileged communications

    4. Legal Proceedings

       1. 447. Costs in actions by certain limited companies

       2. 448. Power of court to grant relief in certain cases

       3. 449. Power to enforce orders

       4. 450. Jurisdiction of stannaries court

    5. General Provisions as to Board of Trade

       1. 451. Annual report by Board of Trade

       2. 452. Authentication of documents issued by Board of Trade

       3. 453. Orders and certificates of Board to be evidence

       4. 454. Power to alter tables and forms

    6. Supplemental

       1. 455. Interpretation

       2. 456. Amendments of other Acts

       3. 457. Construction of references in other Acts to subsidiary companies as denned by, and companies registered under, the Companies Act, 1929

       4. 458. Effect of provisions of former Companies Acts as to registration of charges on land and keeping books of account

       5. 459. Repeal and savings

       6. 460. Provisions as to winding-up proceedings commenced before 1st November, 1929

       7. 461. Application to Northern Ireland

       8. 462. Short title and commencement

15. 1. First Schedule

       Tables A, B, C, D and E

    2. Second Schedule

       Form of Licence to hold Lands

    3. Third Schedule

       Form of Statement in lieu of Prospectus to be delivered to Registrar by a Private Company on becoming a Public Company and Reports to be set out therein

    4. Fourth Schedule

       Matters to be specified in Prospectus and Reports to be set out therein

    5. Fifth Schedule

       Form of Statement in lieu of Prospectus to be delivered to Registrar by a Company which does not issue a Prospectus or which does not go to Allotment on a Prospectus issued and Reports to be set out therein

    6. Sixth Schedule

       Contents and Form of Annual Return of a Company having a Share Capital

    7. Seventh Schedule

       Conditions as to Interests in Shares and Debentures of Exempt Private Company

    8. Eighth Schedule

       Accounts

    9. Ninth Schedule

       Matters to be expressly stated in Auditors' Report

    10. Tenth Schedule

        Orders in Course of Winding Up pronounced in Vacation in Scotland

    11. Eleventh Schedule

        Provisions of this Act which do not apply in the case of a Winding Up subject to Supervision of the Court

    12. Twelfth Schedule

        Fees to be paid to the Registrar of Companies

    13. Thirteenth Schedule

        Form of Statement to be published by Banking and Insurance Companies and Deposit, Provident or Benefit Societies

    14. Fourteenth Schedule

        Provisions of this Act applied to Unregistered Companies

    15. Fifteenth Schedule

        Provisions referred to in section 438 of this Act

    16. Sixteenth Schedule

        Amendments of other Acts

    17. Seventeenth Schedule

        Enactments Repealed

    18. Eighteenth Schedule

        Enactments Saved