Companies. [|Ch. 31. No. 1.

Duty Ordinance, and the Registrar may, as a condition
of filing the particulars, require that the duty payable
thereon be adjudicated under section 27 of that Ordinance.

(3) If default is made in complying with this section,
every director, manager, secretary, or other officer of the
company, who is knowingly a party to the default, shall be
liable to a fine of two hundred and fifty dollars for every
day during which the default continues:

Provided that, in case of default in delivering to the
Registrar within one month after the allotment any docu-
ment required to be delivered by this section, the company
or any person liable for the default, may apply to the Court
for relicf, and the Court, if satisfied that the omission to
deliver the document was accidental or duc to inadvertence
or that it is just and equitable to grant relief, may make an
order extending the time for the delivery of the document
for such period as the Court may think proper.

Commissions and discounts.

45. (1) It shall be lawful for a company to pay a com-
mission to any person in consideration of his subscribing or
agreeing to subscribe, whether absolutely or conditionally,
for any shares in the company, or procuring or agrecing to
procure subscriptions, whether absolute or conditional, for
any shares in the company if —

(a) the payment of the commission is authorised by
the articles; and

(b) the commission paid or agreed to be paid does
not exceed ten per cent. of the price at which the shares
are issued or the amount or rate authorised by the
articles, whichever is the less; and

(c) the amount or rate per cent. of the commission
paid or agrecd to be paid is —
(i) in the case of shares offered to the public for
subscription, disclosed in the prospectus; or

(ii) in the case of shares not offered to the
public for subscription, disclosed in the statement
in lieu of prospectus, or in a statement in the
prescribed form signed in like manner as a state-
ment in lieu of prospectus and delivered before the
payment of the commission to the Registrar for

363

Power to
pay certain
commissions,
and prohibi-
tion of
payment of
all other
commissions,
cliscounts,
etc.