CLXV. And be it enacted, That this act may be 8 & 9 VICT. c. 16. amended or repealed by any act to be passed session of Parliament.

SCHEDULES referred to by the foregoing Act.

in

this Act may be

amended, &c.

Form of Transfer of Shares or Stock, (under s. 14, ante, p. 12.)

I, [transferor] of hereby transfer to the said [transferee] share [or shares], numbered in the undertaking called "The

in consideration of the sum of paid to me by [transferee] of do

Company,"

[or
pounds consolidated stock in the undertaking called
The
Company"], standing [or part of the stock stand-
ing] in my name in the books of the company, to hold unto the
said [transferee], his executors, administrators, and assigns [or suc-
cessors and assigns], subject to the several conditions on which I
held the same at the time of the execution hereof; and I, the said
[transfereel, do hereby agree to take the said share [or shares] [or
stock], subject to the same conditions. As witness our hands and
seals, the
day of

[Insert the form of attestation usual in England,
if executed in England, and the testing clause
according to the form of the law of Scotland,
if executed in Scotland*.]

SCHEDULE (C.)

Form of Mortgage Deed, (under s. 41, ante, p. 44.)

"The

Company."
£

Mortgage, number By virtue of [here name the special act], we, "The Company," in consideration of the sum of pounds paid to us by A.B. of do assign unto the said A.B., his executors, administrators, and assigns, the said undertaking,+ [and

* See the corresponding schedule form in the Scotch Companies Clauses Act, 1845, (8 & 9 Vict. c. 17,) and s. 15 of the same Act, cited ante, p. 12. + As to what is comprised in the expression "undertaking," see per

Schedule (A.)

Schedule (B.)

Schedule (C.)

8 & 9 VICT. c. 16. (in case such loan shall be in anticipation of the capital authorised to be raised) all future calls on shareholders], and all the tolls and sums of money arising by virtue of the said act, and all the estate, right, title, and interest of the company in the same; to hold unto the said A.B., his executors, administrators, and assigns, until the said sum of pounds, together with interest for the same at the for every one hundred pounds by the year, be satisfied [the principal sum to be repaid at the end of years from the date hereof (in case any period be agreed upon for that pur pose)], [at or any place of payment other than the principal office of the company]. Given under our common seal, this

Schedule (D.)

Schedule (E.)

rate of

day of

in the year of our Lord

pounds to

By virtue of [here name the special act], we, " The Company," in consideration of the sum of us in hand paid by A.B. of do bind ourselves and our successors unto the said A.B., his executors, administrators, and assigns, in the penal sum of

pounds.

The condition of the above obligation is such, that if the said company shall pay to the said A.B., his executors, administrators, or assigns, [at (in case any other place of payment than the principal office of the company be intended) on the

and

day of

which will be in the year one thousand eight hundred
the principal sum of

with interest for the same at the rate of
centum per annum, payable half-yearly on the

and

day of

pounds, together pounds per day of

then the above

written obligation is to become void, otherwise to remain in full force. Given under our common seal, this

one thousand eight hundred and

day of

[If executed in Scotland, insert here the testing clause of deeds executed in Scotland.*]

SCHEDULE (E.)

Form of Transfer of Mortgage or Bond, (under s. 46, ante, p. 51.)

I, A.B. of
paid to me by G.H. of

in consideration of the sum of

do hereby transfer to the said G.H.,

Lord Cairns, L. J., in Gardner v. London, Chatham, and Dover Railway Co., L. R., 2 Ch. 201, 216, 217; 15 W. R. 325; 36 L. J. (Ch.) 323; and as to the general effect of mortgages in this form, see the notes to ss. 38 and 42, ante, pp. 38-43, and 44-49.

See the schedules to the Companies Clauses Consolidation (Scotland) Act, 1845; and s. 15 of the same Act, cited ante, p. 12.

+ For form of Lloyd's bond, see p. 40, ante.

his executors, administrators, and assigns, a certain bond [or mort- 8 & 9 VICT. c. 16. gage] number made by "The bearing date the

and

day of

Company" to for securing the sum of interest [or, if such transfer be by endorsement, the within security], and all my right, estate, and interest in and to the money thereby secured [and if the transfer be of a mortgage, and in and to the tolls, money, and property thereby assigned] In witness whereof I have hereunto set my hand and seal, this day of one thousand eight hundred

and

A.B.,

[Here insert testing clause usual in Scotland, if
executed in Scotland, and if executed in Eng-
land, the attestation clause usual in England.*]

SCHEDULE (F.)

Form of Proxy, (under s. 76, ante, p. 66.)

one of the proprietors of "The Company," doth hereby appoint C.D. of to be the proxy of the said A.B. in his absence, to vote in his name upon any matter relating to the undertaking proposed at the meeting of the proprietors of the said company, to be held on the next, in such manner as he, the said C.D., doth think proper. witness whereof the said A.B. hath hereunto set his hand [or, if a corporation, say the common seal of the corporation], the one thousand eight hundred and

day of

day of

In

Schedule (F.)

SCHEDULE (G.)

Form of Conviction, (under s. 157, ante, p. 122.) to wit.

Be it remembered, That on the

day of

Schedule (G.)

in the

two

year of our Lord
A.B. is convicted before us, C., D.,
of Her Majesty's Justices of the Peace for the county of
[here describe the offence generally, and the time and place when and
where committed, contrary to the [here name the special act]. Given
under our hands and seals, the day and year first-above written.

C.

D.

8 & 9 Vict. cc. 16 & 17.

Short title.

THE COMPANIES CLAUSES ACT, 1863.

(26 & 27 VICT. CAP. 118.)

An Act for consolidating in one Act certain provisions frequently inserted in Acts relating to the constitution and management of Companies incorporated for carrying on undertakings of a public nature.—[28th July, 1863.]

WHEREAS the Companies Clauses Consolidation Act, 1845, and the Companies Clauses Consolidation (Scotland) Act, 1845, respectively, were passed in order to comprise in one general Act such provisions relating to the constitution and management of joint-stock companies incorporated for the purpose of carrying on undertakings of a public nature in England or Ireland, or in Scotland, respectively, as were at the times of the passing of those Acts usually introduced into Acts of Parliament relating to such companies:

And whereas sundry provisions of the like nature, but not comprised in the said general Acts respectively, are now frequently introduced into Acts of Parliament relating to such companies, and it is expedient to comprise such lastmentioned provisions also in one general Act, such Act to be applicable to England or Ireland, or to Scotland, as the case may require, and that as well for the purpose of avoiding the necessity of repeating such provisions in the Acts relating to such undertakings, as for ensuring greater uniformity in the provisions themselves:

Be it therefore enacted by the Queen's Most Excellent Majesty, by and with the advice and consent of the Lords spiritual and temporal, and Commons, in this present Parliament assembled, and by the authority of the same, as follows:

I. This act may be cited as the Companies Clauses Act, 1863.

Cancellation and Surrender of Shares.

129

II. This act shall be deemed to be divided into four 26 & 27 VICT. parts, as follows:

Part

C. 118.

into parts.

I. relating to cancellation and surrender of Division of act shares;

Part II. relating to additional capital;

Part III. relating to debenture stock;

Part IV. relating to change of name

PART I.

CANCELLATION AND SURRENDER OF SHARES.

Part I.

III. This part of this act shall apply to every company in- Application of corporated either before or after the passing of this act which obtains a special act incorporating this part of this act.

pany to cancel

IV. Where any share of the capital of the company is Power to comafter the passing of this act declared forfeited (a) under and forfeited shares. in pursuance of the provisions with respect to the forfeiture of shares for non-payment of calls contained in the Companies Clauses Consolidation Act, 1845, and the Companies Clauses Consolidation (Scotland) Act, 1845, respectively, and the forfeiture is confirmed by a meeting in accordance with the same provisions respectively, and notice of the forfeiture has been given,-then and in every such case, if the directors of the company are unable to sell the share for a sum equal to the arrears of calls and interest and expenses due in respect thereof, the company at any general meeting held not less than two months after such notice is given may, in case payment of the arrears of calls, interest, and expenses due in respect thereof is not made by the registered holder of the share before the meeting is held, resolve that the share instead of being sold shall be cancelled, and the share shall thereupon be cancelled accordingly.

(a) As to forfeiture, see pp. 30-32.

cancellation of

V. A declaration in writing made by some credible per- Evidence for son, in England or Ireland before a justice, and in Scotland forfeited shares. before any sheriff or justice, stating that a sum of money sufficient to pay the arrears of calls, interest, and expenses due in respect of the share, could not at the time of the cancellation of the share be obtained for the same upon the Stock Exchange prescribed in the special act, and if