Companies Act Amendment Act 1900 (NSW)
Act No. 47, 1900.
An Act to amend the Companies Act, 1899.
[9th November, 1900.]
BE it enacted by the Queen 's Most Excellent Majesty, by and with
Assembly of New South Wales in Par l i ament assembled, and by the the advice and consent of the Legislat ive Council and Legislat ive au thor i ty of the same, as follows:—
1. (1) Whenever , before or after the commencement of this Act, any shares in the capital of any company under the Companies Act, 1899, credited as fully or pa r t ly paid up shall have been or may be issued for a considerat ion other than cash, and at or before the issue of such shares no contract or no sufficient contract is filed with the r eg i s t r a r of joint stock companies in compliance with section fifty-five of the said Act, or in compliance with section fifty-seven of the Companies Act, 1874, thereby repealed, the company or any person interested in such shares or any of them may apply to the Supreme Court in i ts equitable jur isdict ion for relief, and the said Court , if satisfied tha t the omission to file a contract or sufficient contract was accidental or due to inadvert- ance, or tha t for any reason it is jus t and equitable to g r a n t relief, may make an order for the filing with the r eg i s t r a r of a sufficient contract in wri t ing, and direct ing tha t on such contract being filed within a specified period it shall in relat ion to such shares opera te as if it had been duly filed with the r eg i s t r a r aforesaid before the isssue of such shares and may include in such relief any shares in respect of which the memoran dum of association of such company has been signed by any s igna ta ry thereto .
(2) Any such application may be made in the manner in which
an applicat ion to rectify the regis ter of members may be made under
section two hundred and thir ty- two of the Companies Act, 1899, andcither
either before or af ter an order has been made or an effective resolution has been passed for the winding-up of such company, and either before or after the commencement of any proceedings for enforcing the liability on such shares consequent on the omissison aforesaid, and notice of any such application shall be served on the company, if the applicat ion is not made by the company.
(3) Any such order may be made on such te rms and conditions as the court may think fit, and the court may make such order as to costs as it deems proper , and may direct tha t an office copy of the order shall be filed with the r eg i s t r a r aforesaid, and the order shall in all respects have full effect.
(4) Where the court in any such case is satisfied tha t the filing of the requisi te contract would cause delay or inconvenience, or is impracticable, it may in lieu thereof direct the filing of a memorandum in wri t ing, in a form approved by the Court, specifying the consideration for which the shares were issued, and may direct tha t on such memo randum being filed within a specified period it shall in relat ion to such shares opera te as if it were a sufficient contract in wri t ing within the meaning of section fifty-five of the Companies Act, 1899, or of section fifty-seven of the Companies Act, 1874, as the case may be, and had been duly filed with the reg i s t ra r aforesaid before the issue of such shares . The memorandum shall before the filing thereof be s tamped with the same amount of s tamp duty as would be chargeable upon the requi site contract, unless the contract has been produced to the r eg i s t r a r duly s tamped, or unless the r eg i s t r a r is otherwise satisfied tha t the contract was duly s tamped.
2. The jurisdict ion by this Act given to the Court is not by implication to curtail or derogate from its jur isdict ion to g ran t relief in any such case under section two hundred and thir ty- two of the Com panies Act, 1899, or otherwise.
| 3. This Act may be cited as the " Companies Act Amendment Act, 1900 ," and shall be read with the Companies Act, 1899. | Act |
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