Companies Act 1862

Provisions

• s 6 'Any seven or more persons associated for any lawful purpose may, by subscribing their names to a memorandum of association, and otherwise complying with the requisitions of this Act in respect of registration, form an incorporated company, with or without limited liability.'
• s 8 'Where a company is formed on the principle of having the liability of its members limited to the amount unpaid on their shares, hereinafter referred to as a company limited by shares, the Memorandum of Association shall contain the following things' the third of which was 'objects for which the proposed company is to be established.'
• s 11 'The memorandum of association... shall, when registered, bind the company and the members thereof to the same extent as if each member had subscribed his name and affixed his seal thereto, and there were in the memorandum contained, on the part of himself, his heirs, executors and administrators, a covenant to observe all the conditions of such memorandum, subject to the provisions of this Act.'
• s 12 stating the memorandum could be altered by special resolution, if the memorandum allowed that itself.
• s 18 dealt with the effect of incorporation.
• s 48
• s 153

Cases decided under the 1862 Act

• In re Wiltshire Iron Co LR 3 Ch App 443
• Guinness v Land Corporation of Ireland 22 Ch 349
• Salomon v A Salomon & Co Ltd AC 22
• Ashbury Railway Carriage & Iron Co Ltd v Riche LR 7 HL 653

  In popular culture