MEETINGS OF COMPANIES.—There are six distinct classes of meet ings authorised and required by the Companies Acts. Thesa are the three general meetings known as the statutory, ordinary, and EXTRAORDINARY (q.v.) meetings respectively, the directors' meetings, and the meetings of creditors and contributories during the winding-up of a company.
The statutory meeting is obligatory under the Companies Act, 1909, in the case of every company. limited by shares and registered on or after the 1st December 1901. It is required to be composed of the members of the company, and to be held within a period of not less than one month nor more than three mouths from the date "at which the company is entitled to commence business." The latter phrase means the date of its incorporation, unless the company has invited subscriptions from the public, when the date upon which it is entitled to commence business will be determined by the provisions of the Act of 1909. A company limited by guarantee, or one registered on or before the 31st December 1900, is not within this provision for a statutory meeting ; but it is necessary that it should comply with the terms of section 64 of the Act of 1909, that "a general meeting of every company shall be held once at least in every calendar year." At least seven days before the day on which the statutory meeting is held, the directors must, except in the case of a private company, forward a report, called " the statutory report," to every member of the company. This report is required to be certified by not less than two of the directors, or, where there are less than two, by the sole director and manager. It should state—(a) The total number of shares allotted, distinguishing shares allotted as fully or partly paid up otherwise than in cash, and stating in the case of shares partly paid up the extent to which they are so paid up, and in either case the consideration for which they have been allotted ; (b) the total amount of cash received by the company in respect of such shares, distinguished as afore said ; (c) an abstract of the receipts and payments of the company on capital account to the date of the report, and an account or estimate of the pre liminary expenses of the company ; (d) the names, addresses, and descriptions of the directors, auditors (it any), manager (if any), and secretary of the company ; and (e) the particulars of any contract, the modification of which is to be submitted to the meeting for its approval, together with the par ticulars of the modification or proposed modification. The report must also
be certified as correct by the auditors (if any) of the company, so far as it relates to the shares allotted by the company, and to the cash received in respect of such shares, and to the receipts and payments of the conipany on capital account. And it lies upon the directors to file a certified copy thereof with the registrar directly they have sent it to the shareholders. The directors are also required to produce a certain list at the commence ment of the meeting, and allow it to remain open and accessible to any shareholder during the continuance of the meeting. This list should show the names, descriptions, and addresses of the shareholders, and the number of shares held by them respectively. The shareholders present at the meet ing are at liberty to discuss any matter relating to the formation of the company, or arising out of the report, whether previous notice has been given or not given. But no resolution can be passed unless notice of it has been given in accordance with the articles of association. The meetincr may adjourn from time to time. The adjourned meeting has the same powers as the original meeting, and any resolution may be passed of which notice has been given in accordance with the articles of as,ociation, either before or subsequently to the former meeting. If default is made in filing the above report, or in holding the statutory meeting, then, at the expiration of fourteen days after the last day on which the meeting ought to have been held, any shareholder may petition the Court for the winding-up of the company. Upon hearing this petition the Court may either direct that the company be wound up, or give directions for the report being filed or a meeting being held, or make such other order a.s may be just. It may order that the costs of the petition be paid by any one who, in the opinion of the Court, is responsible for the default.