Companies Acts Amendment Act of 1955 (4 Eliz Ii No. 17) (Qld)

22 COMPANIES. Companies Acts Amendment Act. 4 E liz . II. No. 17, documents included therein, shall be placed by the registrar in the envelope or container which he shall thereupon seal and file. A Crown Law Officer may in writing direct that a company to which this subsection applies be exempted from the requirements of this section, which exemption may be granted subject to such terms and conditions as the Crown Law Officer thinks fit. An exemption as aforesaid may be cancelled by the Crown Law Officer and thereupon the company in question shall cease to be exempted from the requirements of this section. Except by order of a Judge of the Supreme Court or of the President of the Industrial Court, no person shall be entitled to inspect or take copies of or extracts from any copy of a balance sheet of a company to which this subsection applies, or of any document included therein filed with the registrar.”. 4 E liz . II. An Act to Amend “ The Companies Acts, 1931 to No. 17. T he C ompanies 1954,” in certain particulars. A cts A mendment A ct op 1955. [A ssented to 22 nd A pril , 1955.] B E it enacted by the Queen’s Most Excellent Majesty, by and with the advice and consent of the Legis­ lative Assembly of Queensland in Parliament assembled, and by the authority of the same, as follows:— Short title. 1. (1.) This Act may be cited as “ The Companies Acts Amendment Act of 1955.” Principal (2.) *“ The Companies Acts, 1931 to 1954,” are in Act. this Act referred to as the Principal Act. Collective (3.) The Principal Act and this Act may be title. collectively cited as “ The Companies Acts, 1931 to 1955.” * 22 G. 5 No. 53 and amending Acts.

1955. COMPANIES. Companies Acts Amendment Act. 23 2. Subsection eight of section one hundred and Amendment forty-five of the Principal Act is amended by addingof s*146 thereto the following paragraph :— “ (v.) If upon an investigation under this subsection into the affairs of any company it appears to the Crown Law Officer that by reason of any such circumstances as are referred to in subparagraphs (a), (b), and (c) of paragraph (i.) of this subsection that it is expedient so to do, the Crown Law Officer may, unless the company is already being wound up by the court, present a petition for it to be so wound up if the court thinks it just and equitable that it should be wound up, or present a petition for an order other than a winding-up order under section 379 a of this Act or both.”. 3. The following section is inserted after section New e. 379 a . three hundred and seventy-nine of the Principal Act:— “ [379 a .] (1.) Any member of a company who Protection complains that the affairs of the company are being &™moritie8 conducted in a manner oppressive or injurious to some part of the members (including himself) or, in a case falling within paragraph (v.) of subsection eight of section one hundred and forty-five of this Act, the Crown Law Officer, may make an application to the court by petition for an order under this section. (2.) If on any such petition the court is of opinion— (a) That the company’s affairs are being conducted as aforesaid; (b) That the part of the members affected by the conduct of the company’s affairs as aforesaid are entitled to relief; and (c) That the petitioner is not acting unreasonably in seeking an order under this section instead of pursuing some other remedy, if any, available to him, the court, with a view to bringing to an end the matters complained of, may, at its discretion— (i.) Make a winding-up order (but only where the Court is further of opinion that in the absence of any other remedy it would be just and equitable that the company should be wound up) ; or

COMPANIES. Companies Acts Amendment Act. 4 E liz . II. No. 17,1955. (ii.) (In every case, including a case where the court is further of opinion that to wind up the company would unfairly prejudice that part of the members as aforesaid), make such order as it thinks fit, whether for regulating the conduct of the company’s affairs in future, or for the purchase of the shares of any members of the company by other members of the company or by the company and, in the case of a purchase by the company, for the reduction accordingly of the company’s capital, or otherwise. (3.) Where an order under this section makes any alteration in or addition to any company’s memorandum or articles, then, notwithstanding anything in any other provision of this Act but subject to the provisions of the order, the company concerned shall not have power without the leave of the court to make any further alteration in or addition to the memorandum or articles inconsistent with the provisions of the order; but, subject to the foregoing provisions of this subsection, the alterations or additions made by the order shall be of the same effect as if duly made by resolution of the company and the provisions of this Act shall apply to the memorandum or articles as so altered or added to accordingly. (4.) An office copy of any order under this section altering or adding to, or giving leave to alter or add to, a company’s memorandum or articles shall, within fourteen days after the making thereof, be delivered by the company to the Registrar of Companies for registration; and if a company makes default in complying with this subsection, the company and every officer of the company who is in default shall be liable to a default penalty.”. COMMISSIONS OF INQUIRY. See E vidence .