Transport Act, 1944

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SECOND SCHEDULE.

Transitory Provisions in Relation to the Dissolved Companies and the Company.

Definition.

1. In this Schedule the expression “final ordinary meeting” means, in relation to a dissolved company, the ordinary meeting which that company is required by paragraph 5 of this Schedule to hold.

Continuance of dissolved companies for certain purposes.

2. For the purposes of this Schedule but not further or otherwise each dissolved company shall be deemed to continue in existence on and after the establishment date.

Transfers of stocks, shares and securities.

3. A dissolved company shall, at the request of the Company, execute all such instruments and do all such acts as may be necessary to enable the Company to have transferred into its name any stocks, shares or securities held by that dissolved company immediately before the establishment date, and for this purpose the persons who are immediately before the establishment date the directors of that dissolved company shall be deemed to continue in office.

Continuance in office of directors, officers and auditors of dissolved companies.

4. The persons who are the directors, officers and auditors of any dissolved company immediately before the establishment date shall be deemed to continue in office for the purpose of the preparation and auditing of accounts and balance sheets of that company for the year 1944, the production thereof to the proprietors of that company, the declaration of dividends for the year 1944 and the summoning, holding and conduct of the final ordinary meeting of that company.

Ordinary meeting of dissolved companies to be held in February or March, 1945.

5. An ordinary meeting of each dissolved company shall be held in the month of February or the month of March, 1945, for the purpose of receiving the statements of accounts of that company for the year 1944 and the declaration of dividends, and the persons who are immediately before the establishment date the proprietors of that dissolved company shall be deemed to be the proprietors of that company for purposes aforesaid and for the purposes of summoning, holding and conducting that ordinary meeting.

Accounts and returns of dissolved railway company for 1944.

6. (1) The dissolved railway company shall prepare accounts and returns for the year 1944 in accordance with the form set out in the First Schedule to the Railway Companies (Accounts and Returns) Act, 1911 , and submit the accounts to their auditors in that form.

(2) The accounts and returns for the year 1944 shall be signed by the officer of the dissolved railway company responsible for the accounts or returns or any part thereof and by the chairman of the directors of that company.

(3) The dissolved railway company shall forward six copies of the accounts and returns for the year 1944 to the Minister not later than the 28th day of February, 1945, and shall forward a copy of the accounts and returns to any proprietor of the dissolved railway company who applies for a copy.

(4) If any account or return prepared and forwarded under this paragraph is false in any particular to the knowledge of any person who signs the account or return or any part thereof, that person shall be liable on conviction on indictment to imprisonment with or without hard labour for a term not exceeding one year or to a fine not exceeding one hundred pounds, and on summary conviction to a fine not exceeding fifty pounds.

Accounts of dissolved transport company for 1944.

7. The dissolved transport company shall cause accounts to be made up for the year 1944.

Provisions in relation to Income Tax chargeable on dissolved companies.

8. (1) A dissolved company shall, on and after the establishment date, continue to be liable under the Income Tax Acts to prepare and deliver any statement, return or particulars required for the purposes of those Acts for any year of assessment ending on or before the 5th day of April, 1945.

(2) Assessments to income tax for any year of assessment ending on or before the 5th day of April, 1945, may be made on a dissolved company on or after the establishment date, and income tax in respect of any such assessment so made, which shall have become final and conclusive, shall, when it becomes due and payable, be deemed to have become due and payable before the establishment date.

(3) For the purposes of subparagraphs (1) and (2) of this paragraph the secretary of the Company or other officer performing the duties of secretary of the Company shall be deemed to be secretary of a dissolved company or other officer performing the duties of secretary of that dissolved company.

(4) The Company shall be and is hereby empowered to deduct out of the emoluments of any person holding an office or employment of profit under the Company any income tax charged on the dissolved railway company in respect of any office or employment of profit held by such person under the dissolved railway company.

Provisions in relation to corporation profits tax chargeable on the dissolved transport company.

9. (1) The dissolved transport company shall, on and after the establishment date, continue to be liable, under the enactments relating to corporation profits tax to prepare and deliver any statement, return or particulars required for the purposes of those enactments for any accounting period ending on or before the 31st day of December, 1944.

(2) Assessments to corporation profits tax for any accounting period ending on or before the 31st day of December, 1944, may be made on or after the establishment date on the dissolved transport company and corporation profits tax in respect of any such assessment so made, which shall have become final and conclusive, shall, when it becomes due and payable, be deemed to have become due and payable before the establishment date.

(3) For the purposes of subparagraphs (1) and (2) of this paragraph, the secretary of the Company or other officer performing the duties of secretary of the Company shall be deemed to be secretary of the dissolved transport company or other officer performing the duties of secretary of the dissolved transport company.

(4) In this paragraph references to corporation profits tax shall be construed as including references to excess corporation profits tax.

Payment by the Company of expenses of dissolved companies and dividends declared by dissolved companies at final meetings.

10. Any expenses incurred by a dissolved company under this Schedule and any dividend declared by any dissolved company shall be paid by the Company.

Use of names of dissolved companies.

11. During the period of six months commencing on the establishment date, the Company shall be entitled to carry on business in the name of a dissolved company in addition to or in substitution for the name of the Company and all contracts-and engagements entered into by the Company during that period by any such name or names shall be binding upon and enforceable by the Company.