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Register of Members of Company

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REGISTER OF MEMBERS OF COMPANY. The regulations regarding the register of the members of a company and the annual list of members which must be forwarded to the registrar of companies are set forth in the following sections of the Companies (Consolidation) Act, 19n8:— Register of Members.

(1) Every company shall keep in one or more books a register of its members, and enter therein the following particulars : " (i) 1 he names and addresses, and the occupations, if any, of the members, and in the case of a company having a share capital a statement of the shares held by each member, distinguishing each share by its number, and of the amount paid or agreed to be considered as paid on the shares of each member ; " (ii) The date at which each person was entered in the register as a member ; " (iii) The date at which any person ceased to be a member.

" (2) If a company fails to comply with this Section it shall be liable to a fine not exceeding five pounds for every day during which the default continues ; and every director and manager of the company who knowingly and ‘vilfully authorises or permits the default shall be liable to the like penalty.

-Innual List of Members and Summary "26. (1) Every company having a share capital shall once at least in every year make a list of all persons who, on the fourteenth day after the first or onl) ordinary general meeting in the year, are members of the com pany, and of all persons who have ceased to be members since the date of the last return or (in the case of the first return) of the incorporation of the company.

" (2) The list must state the names, ad dresses, and occupations of all the past and present members therein mentioned, and the number of shares held by each of the existing members at the date of the return, specifying shares transferred since the date of the last return or (in the case of the first return) of the incorporation of the company by persons who are still members and have ceased to be members respectively and the dates of registration of the transfers, and must contain a summary distinguish ing between shares issued for cash and shares issued as fully or partly paid up otherwise than in cash, and specifying the following particu lars : " (a) The amount of the share capital of the company, and the number of the shares into which it is divided ; " (b) The number of shares taken from the commencement of the company up to the date the return ; " (c) The amount called up on each share : "(d) The total amount of calls received ; "(e) The total amount of calls unpaid ; " (f) The total amount of the sums (if any) paid by way of commission in respect of any shares or debentures, or allowed by way of dis count in respect of any debentures, since the date of the last return ; " (.0 The total number of shares forfeited ; " (Ii) The total amount of shares or stock for which share war rants are outstanding at the date of the return ; " (i) The total amount of share warrants issued and sur rendered respectively since the date of the last return ; " (k) The number of shares or amount of stock comprised in each share warrant ; " (1) The names and addresses of the persons who at the date of the return are the directors of the company, or occupy the position of directors, by whatever name called ; and " (in) The total amount of debt due from the company in respect of all mortgages and charges which are required (or, in the case of a company registered in Scotland, which, if the company had been regis tered in England, would be required) to be registered with the registrar of companies under this Act, or which would have been required so to be registered if created after the first day of July nineteen hundred and eight.

" (:;) The summary must also (except where the company is a private company) include a statement, made up to such date as may be specified in the statement, in the form of a balance sheet, audited by the company's auditors, and containing a summary of its share capital, its liabilities, and its assets, giving such particulars as will disclose the general nature of those liabilities and assets, and how the values of the fixed assets have been arrived at, but the balance sheet need not include a statement of profit and loss.

" (4) The above list and summary must be contained in a separate part of the register of members, and must be completed within seven days after the fourteenth day aforesaid, and the company must forthwith for ward to the registrar of companies a copy signed by the manager or by the secretary of the company.

" (5) If a company makes default in com plying with the requirements of this Section it shall be liable to a fine not exceeding five pounds for every day during which the default continues, and every director and manager of the company who knowingly and wilfully authorises or permits the default shall be liable to the like penalty.

Trusts not to be Entered on Register.

" 27. No notice of any trust, expressed, implied, or constructive, shall be entered on the register, or he receivable by the registrar, in the case of companies registered in England or Ireland.

Registration of Transfer at Request of Transferor.

" 2S. On the application of the transferor of any share or interest in a company, the company shall enter in its register of mem bers the name of the transferee in the same manner and subject to the same conditions as if the application for the entry were made by the transferee.

Transfer by Personal Representative.

" 29. A transfer of the share cr other interest of a deceased member of a company made by his personal representative shall, although the personal representative is not himself a member, be as valid as if he had been a member at the time of the execution of the instrument of transfer." The register must be open, for not less than two hours each day, to the inspection of any member gratis, and of any other person on payment of one shilling. (Section 30, s.s. 1.) Any person may obtain a copy of the register, or any part, or of the list and summary, on payment of sixpence for every 100 words. If an inspection or copy is refused, the Act imposes a penalty not exceeding £2 and a further fine of £2 for