e.

_Cost-Book Mining Companies._--These are in substance mining
partnerships. They derive their name from the fact of the partnership
agreement, the expenses and receipts of the mine, the names of the
shareholders, and any transfers of shares being entered in a
"cost-book." The affairs of the company are managed by an agent known as
a "purser," who from time to time makes calls on the members for the
expenses of working. A cost-book company is not bound to register under
the Companies Act 1862, but it may do so.

Winding-up.

Voluntary.

A company once incorporated under the Companies Act 1862 cannot be put
an end to except through the machinery of a winding-up, though the name
of a company which is commercially defunct may be struck off the
register of joint stock companies by the registrar (s. 242 of the
Companies (Consolidation) Act 1908, incorporating s. 7 of the act of
1880, as amended by s. 26 of the act of 1900). Winding-up is of two
kinds: (1) voluntary winding-up, either purely voluntary or carried on
under the supervision of the court; and (2) winding-up by the court. Of
these voluntary winding-up is by far the more common. Of the companies
that come to an end 90% are so wound up; and this is in accordance with
the policy of the legislature, evinced throughout the Companies Acts,
that shareholders should manage their own affairs--winding-up being one
of such affairs. A voluntary winding-up is carried out by the
shareholders passing a special resolution requiring the company to be
wound up voluntarily, or an extraordinary resolution (now defined by s.
182 of the Companies (Consolidation) Act 1908) to the effect that it has
been proved to the shareholders' satisfaction that the company cannot,
by reason of its liabilities, continue its business, and that it is
advisable to wind it up (C.A. 1862, s. 129). The resolution is generally
accompanied by the appointment of a liquidator. In a purely voluntary
winding-up there is a power given by s. 138 for the company or any
contributory to apply to the court in any matter arising in the
winding-up, but seemingly by an oversight of the legislature the same
right was not given to creditors. This was rectified by the Companies
Act 1900, s. 25. Section 27 of the Companies Act 1907 (s. 188 of the
Consolidation Act 1908) further provides for the liquidator under a
voluntary winding-up summoning a meeting of creditors to determine on
the choice of a liquidator. A c