The Gazette 1981

APRIL 1981

GAZETTE

is in breach of his duty to the company and is himself liable to the company in damages. A member has a further right of action against the majority of share holders, who in a General Meeting used their vote for their own benefit or for the benefit of a third party, to the company's detriment or to the detriment of the other shareholders. These actions may, to an extent, be compared with the action under Section 205 of the Companies Act, 1963. With regard to minority shareholders, a minority, (holding 10% of the capital of the company or 2m. DM in shares), may request that the conduct of an individual member of the Board of Supervisors or Management be voted on separately, as opposed to the Boards being approved of as a body. A similar minority representation may request a vote on the appointment of a new auditor. The same minority may request the Board of Manage- ment to call a General Meeting. These last two are similar to Irish minority rights. Finally, and perhaps most importantly for large concerns in Germany, there is no corresponding provi sion in German company law to Section 204 of the Companies Act, 1963. Under this Section a company which owns 80% of the shares of another company can force the minority shareholders out of the company, by offering them a reasonable economic value for their shares. This power is also known and extensively used in the U.K. There is no such provision in German law; such a provision would, undoubtedly, be welcomed by large German concerns who control companies, but who would like to be able to remove troublesome minority share- holders. COPIES WILLS AND GRANTS It is, perhaps, not sufficiently widely known that copies of Wills and Grants can be bespoken from the Probate Office at the same time as papers are lodged for the relevant Grant. If copies are bespoken in this way, they will be available very shortly after the issue of the grant itself, thus enabling the practitioner to proceed at once with the rapid circulation of copies of the Grant for noting, or with an application for a Grant in another country. It must be noted, however, that this facility is only available if the copies are bespoken when lodging the papers; if the requisition is not lodged with the papers, it will not be processed until after the Grant has issued. It should, perhaps, also be noted that the charge for an official copy of a Grant, if bespoken at the time of the application for the Grant, is only 15 pence and that such a copy is, under Section 43(2) of the Succession Act 1965, sufficient evidence of the Grant for any transaction in Ireland. The charge for an official copy of the Grant, if bespoken at any other time, is 25 pence. The charge for an official copy of a Will, whenever bespoken, is 25 pence.

OR HOW TWO SIMPLE ' PHONE CALLS CAN STRETCH YOUR CAPITAL With just two phone calls, your money can be earning interest in a Hill Samuel deposit account - overnight, or for as long as you wish. The Hill Samuel Dial-Deposit Service allows you to transfer your inactive funds daily to a Hill Samuel deposit account, by making two phone calls before 2 p.m. One to Hill Samuel and one to your own bank The minimum amount per transaction is £25,000.00 Although market interest rates vary from day to day, Hill Samuel will endeavour to minimise fluctuations. All it takes to transfer the money back to the original account is a simple phone call to Hill Samuel before 1 p.m. It could be one of the most interesting phone calls you've ever made. Contact our Deposit Department

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Merchant Bankers, Hill Samuel House, Adelaide Rd„ Dublin 2. Telephone: (01) 764396/8. 686566. Telex: 25378.

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