129 / 338
pany consists of such shares.
(Section 2). There
is a general prohibition of a provision of financial
assistance, whether by cash, loan or guarantee, for
the purchase of, or subscription to be made by any
person for, any share in the company; this shall not
apply if the lending of the money by the company
is done in the ordinary course of business, or if the
shares are bought by trustees for the benefit of
employees (including salaried directors), or if the
loan is made by the Company to persons other
than directors in the bona fide employment of the
Company who wish to purchase shares for them
selves in the Company. (Section 3).
In general, a
subsidiary Company cannot be a member of the
holding Company, and any allotment or transfer of
shares to its subsidiary shall be void ;
this shall not
affect subsidiary Companies already in being except
that they shall have no right to vote at meetings
of the holding company (Section 4).
The terms
" holding Company " and " subsidiary Company "
are defined at length (Section 5).
An " Extraordinary Resolution " shall henceforth
be deemed to be passed if not less than three-fourths
of the members as are entitled to do so approve of it
at a specially summoned meeting.
A " Special
Resolution " need no longer be confirmed by a
majority of members at a second specially summoned
meeting, but it may henceforth be passed by not
less than three-fourths of the members as are entitled
to approve of it at
a.
general meeting, but 21 days'
notice of such meeting must be given. (Section 6).
Section 26 of the 1908 Act states the detailed
requirements of the Annual List of Members ;
except for members who die or retire, provision
is now made that those detailed particulars need
henceforth be given only every five years, instead
of every year (Section 7).
If there is a scheme or contract involving an offer
for the transfer of shares from a subsidiary company
to a principal company, and if within four months
of the making of the offer by the principal company
such offer has been approved of by shareholders re
presenting not less than four-fifths of the shares,
whose transfer is involved, the principal company
may within the following two months give notice
to any dissenting shareholder that it intends to
acquire his shares.
In such an event such shares
shall be duly acquired by the principal company
according to the terms of the contract unless the
Court otherwise orders.
Detailed provisions are set out of the circum
stances in which such transfers cannot take place
except upon equitable grounds. The detailed con
siderations governing such transfers, if they take
place, and governing the requisite notices, are also
set out (Section 8).
A company which was registered by a name
specified by Statute may, notwithstanding anything
contained in such statute, change its name by passing
a special resolution, and getting the approval of the
Department of Industry and Commerce.
If the
Minister for Industry and Commerce is of opinion
that any other Minister is concerned in the adminis
tration of the statute specifying the name of such
company, he shall not approve of the change of
name without consulting the other Minister (Section
9)-
The Companies (Foreign Interests) Act, 1917 is
repealed (Section n).
FINANCE
BILL, 1959
The Finance Bill, 1959—as introduced—a com
prehensive measure of 80 Sections and 4 Schedules—
together with an Explanatory Memorandum of
10 pages—may be purchased from the Government
Publications Sale Office, G.P.O. Arcade, Henry
Street, Dublin, for 3/6d., plus 6d. postage.
It is
hoped to publish a summary of the Finance Act,
1959 in its final form, when it has been passed by
both Houses.
ADMINISTRATION OF ESTATES ACT,
1959
The Administration of Estates Act, 1959,15 now
law, and its 26 Sections and 2 Schedules amend in
certain respects the present law relating to adminis
tration of estates.
PART I.—(Preliminary and General).
By Section i, Parts I and IV are to come into
operation on the date the Bill is enacted, i.e., the
28th May 1959- However Parts II and III, and
Section 26 will only come into operation the ist
June 1959. Parts II and III shall not apply to the
estate of any person dying before the ist June
1959 (Section 5).
PART II.—Devolution of Real Estate on death.
Real property shall henceforth devolve on and
become vested in the personal representative as if
it were a chattel real (Section 6).
The personal representatives will hold the estate
as trustees for the persons entitled—i.e., for the
heir-at-law, if the owner has died intestate, or for
the devisee under the will, if the owner has made a
will. Henceforth the law as to the effect of Probate
and Letters of Administration where personal
property is concerned will apply to real property.
Henceforth also a person's real estate shall be
administered in the same manner as his persona)