The Law And Practice Under the Companies Acts : 1862 to 1890, And the Life Assurance Companies Acts, 1870 to 1872, Containing the Statutes And the Rules, Orders, And Forms to Regulate Proceedings

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same as those of this Act, and in bankruptcy it has been held that the majority of the creditors cannot authorize the carrying on of the business, because they expect to make a profit. It is only for the purpose of adminis- tration and realisation that the business can be continued, and if a majority carry a resolution which goes beyond this, the minority are entitled to a declaration that it is ultra vires and invalid (e).
Where the liquidating company had leased railway waggons for a term of
...years upon the terms that they should repair them, the continued perform- ance of the contract was of course within the section (/).
Where the liquidator enters into a contract such as falls within the ordinary business of the company, the onus is upon the person who asserts that it was not required for the beneficial winding up of the company to shew that this is so {g). And a contract not reqiured for the beneficial winding up may be binding between the company and the person with whom it is made, although as between the shareholders in the company and its officers it may be open to objection (A).


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