SECTIONS. Supplemental Provisions. 197. Dispositions after commencement of winding-up avoided. 198. Books of Company to be evidence. 199. Disposal of books, accounts and documents of Company. 200. Inspection of books. 200A. Priority of debts. 201. General scheme of liquidation may be sanctioned. 202. Power to compromise. 203. Where compromise proposed, Court may order a meeting of creditors, etc., to decide as to such compromise. 204. Power for liquidators to accept shares, etc., as a consideration for sale of property of Company. 205. Mode of determining price. 206. Appointment of arbitrator when questions are to be determined by arbitration. 207. Vacancy of arbitrator to be supplied. 208. Appointment of umpire. 209. Power of arbitrators to call for books, etc. 210. Costs to be in discretion of arbitrators. 211. Submission to arbitration may be filed in Court. 212. Certain attachments, distresses and executions to be void. 213. Fraudulent preference. 214. Power of Court to assess damages against delinquent directors and officers. 215. Penalty on falsification of books. 216. Prosecution of delinquent directors in case of winding-up by Court. 217. Penalty for false evidence. 218. Winding-up may be referred to District Court. 219. Transfer of winding-up from one District Court to another. PART V. REGISTRATION-OFFICE. 220. Constitution of registration-office. PART VI. APPLICATION OF ACT TO COMPANIES REGISTERED UNDER THE JOINT-STOCK COMPANIES ACTS. 221. Application of Act to Companies formed under Act XIX of 1857 or VII of 1860. 222. Application of Act to Companies registered under Act XIX of 1857 or VII of 1860. 223. Mode of transferring shares. SECTIONS. PART VII. COMPANIES AUTHORISED TO REGISTER UNDER THIS ACT. 224. Companies capable of being registered. 225. Regulations as to registration of existing Companies. 226. Definition of "joint-stock Company." 227. Requisitions for registration by Companies. 228. Requisitions for registration by existing Company not being a joint-stock Company. 229. Power for existing Company to register amount of stock instead of shares. 230. Authentication of statements of existing Companies. 231. Registrar may require evidence as to nature of Company. 232. On registration of banking Company with limited liability, notice to be given to customers. 233. Exemption of certain Companies from payment of fees. 234. Company to change name. 235. Certificate of registration of existing Companies. 236. Certificate to be evidence of compliance with Act. 237. Transfer of property to Company. 238. Registration under this Act not to affect obligations incurred proviously to registration. 239. Continuation of existing suits. 240. Effect of registration under Act. 241. Power of Court to restrain further proceedings. 242. Order for winding-up Company. PART VIII. APPLICATION OF ACT TO UNREGISTERED COMPANIES. 243. Winding-up unregistered Companies. 244. Who to be deemed a contributory in the event of Company being wound up. 245. Power of Court to restrain further proceedings. 246. Effect of order for winding-up Company. 247. Provision in case of unregistered Company. 248. Provisions of this Part of Act cumulative. PART IX. MISCELLANEOUS PROVISIONS. 249. Company not to buy its own shares. 250. Saving of existing proceedings for winding-up. 251. Saving of conveyances. 252. Cognizance of offences. Punishment of offences committed within Presidency-towns. VOL. IV. H 2 SECTIONS. (Preliminary. Secs. 1-2.) Preamble. Short title. Local extent. Commencement. Repeal of 1866. 253. Power to make orders as to costs. 254. Power of High Court to make rules. 255. Construction of "Registrar of Joint-Stock Companies" in Act 256. Act not to apply to Bank of Bengal, Madras or Bombay. FIRST SCHEDULE.-TABLES. SECOND SCHEDULE.-FORMS. APPENDIX.-TABLE B IN SCHEDULE TO ACT XIX OF 1857. ACT No. VI OF 18821. [24th February, 1882.] An Act for the incorporation, regulation and winding-up of WHEREAS it is expedient to amend the law relating to the incorporation, -: PRELIMINARY. 1. This Act may be cited as the Indian Companies Act, 1882. It shall come into force on the first day of May, 1882; and the time 2. On and from the commencement of this Act, the Indian Companies (a) the incorporation of any Company registered under the said Act (b) any right or privilege acquired, or liability incurred, under the For Statement of Objects and Reasons, see Gazette of India, 1881, Pt. V, p. 1275; Act VI of 1882 has been declared in force in Upper Burma generally (except the Shan It has been extended, under s. 5 of the Scheduled Districts Act, 1874 (XIV of 1874), Ss. 3 to 10 of the Indian Companies (Memorandum of Association) Act, 1895 (XII of 1895), [Printed, General Acts, Vol. VI] are to be read with and taken as part of the Act of 1882. The Act is to a great extent a re-enactment of the Indian Companies Act, 1866 (X of 1866). That Act was based chiefly on the Companies Act, 1862 (25 & 26 Vict., c. 89). X of 1866. X of 1866. (Preliminary. Secs. 3-5.) (c) table B1 in the schedule annexed to Act No. XIX of 18572 cr And all references to the said Indian Companies Act, 18663, in Acts 3. In this Act, unless there be something repugnant in the subject Interpreta or context, "Insurance Company" means a Company that carries on the business of insurance either solely or in common with any other business or businesses; 66 Court" means the principal Civil Court of original jurisdiction in a district, and includes the High Court in the exercise of its ordinary original civil jurisdiction ; "District Court " means the principal Civil Court of original jurisdiction in a district, but does not include the High Court in the exercise of its ordinary original civil jurisdiction. 4. No Company, Association or Partnership consisting of more than ten persons shall be formed for the purpose of carrying on the business of banking, unless it is registered as a Company under this Act, or is formed in pursuance of an Act of Parliament or some other Act of the Governor General in Council, or by Royal Charter or Letters Patent; and no Company, Association or Partnership consisting of more than twenty persons shall be formed for the purpose of carrying on any other business that has for its object the acquisition of gain by the Company, Association or Partnership, or by the individual members thereof, unless it is registered as a Company under this Act, or is formed in pursuance of some other Act or of Letters Patent. tion-clause. Prohibition of partnerships exceed ing certain number. 5. This Act is divided into nine Parts, relating to the following Division of subject-matters: The first Part-to the constitution and incorporation of Companies. and Associations under this Act; 'Printed, infra, Appendix, p. 205. 2 Act XIX of 1857 was repealed by Act X of 1866, s. 219. 3 Act X of 1866 was repealed by s. 2 of this Act. Act. (Part I.-Constitution and Incorporation of Companies and Associations under this Act. Secs. 6-7.) The second Part-to the distribution of the capital and liability of members of Companies and Associations under this Act; The third Part-to the management and administration of Companies and Associations under this Act; The fourth Part-to the winding-up of Companies and Associations under this Act: The fifth Part-to the registration-office. The sixth Part-to the application of this Act to Companies registered under Act No. XIX of 18571 (for the incorporation and regulation of JointStock Companies and other Associations, either with or without limited liability of the members thereof), and Act No. VII of 18601 (to enable Joint-Stock Banking Companies to be formed on the principle of limited liability), or either of them; The seventh Part-to Companies authorized to register under this Act; The eighth Part-to the application of this Act to unregistered Companies; The ninth Part-to miscellaneous provisions. Mode of forming Company. Mode of limiting liability of members. PART I 1 CONSTITUTION AND INCORPORATION OF COMPANIES AND ASSOCIATIONS UNDER THIS ACT. Memorandum of Association. 6. Any seven or more persons associated for any lawful purpose may, by subscribing their names to a memorandum of association and otherwise complying with the requisitions of this Act in respect of registration, form an incorporated Company, with or without limited liability. Explanation.-Foreigners are persons within the meaning of this section, although the whole or any part of the business of the proposed Company is intended to be transacted out of British India. 7. The liability of the members of a Company formed under this Act may, according to the memorandum of association, be limited either to the amount, if any, unpaid on the shares respectively held by them, or to such Act XIX of 1857 and Act VII of 1860 were repealed by Act X of 1866, s. 219. Table B in the Schedule to Act XIX of 1857, however, remains in force (see s. 2 (c), supra). It is printed, infra, Appendix, p. 205. |