NRS-12949 | Registers of Companies

Full description

Until the middle of the nineteenth century corporations could only be created by the Crown or an Act of Parliament (1). The first Act providing for the incorporation of companies in New South Wales was the Companies Act of 1874 (2).

The registration of companies, according to the Companies Act of 1874 (37 Vic. No.19) was undertaken by Registrars, Assistant Registrars, clerks and servants as the Governor thought necessary. The Governor was also empowered to make regulations with respect to the duties to be performed by such registrars and to determine the places at which offices for the registration of companies were to be established (3).

The Companies Act of 1874 invested all powers of registration in the hands of the Registrar General until a Registrar of Joint Stock Companies was appointed (4). The registrar general continued to hold the office of Registrar of Joint Stock Companies throughout the life of this series. (5).

The Registrar General had a statutory obligation to maintain “…such registers as he considers necessary in such form as he thinks fit” (6). These registers have been maintained in a number of formats over the years. The earliest were in the form of bound volumes.

These registers contain information on the lodgement of documents under the various Companies Acts. Registers 2-3 are labelled “Registers of Public Companies” but from Register 4 onwards, they are labelled “Limited Companies” registers. The information recorded in this series varies slightly over time, but the following information can be found: company name; company number; capital; date of registration; memorandum of association; articles; agreement; increase of capital; list of shareholders; special resolutions; registered office; name of secretary or manager; winding up; judge’s orders; appointment of liquidator and liquidators report.

The first volume is arranged alphabetically while all the others are numerical by company number. Most of these volumes are not indexed. These volumes include all companies registered in this time period, “alive” and “dead”. Many pages in these registers are stamped “For Further Entries See Card Register”.

This series was replaced by a Ronedex card system which acted as both an index and a register of companies in 1937. This card system became obsolete in 1969 when it was transferred onto a computer-produced printout and because of its poor storage conditions which resulted in the cards becoming badly water logged and rust damaged, these cards were authorised for destruction under DR2446 and DR2483 (7).

Endnotes:
(1). T. Le M. Wells, “The Practice of the Registrar-General’s Department (New South Wales)”, The Law Book Co. of Australasia, Sydney, 1953, p.134
(2). T. Le M. Wells, “The Practice of the Registrar-General’s Department (New South Wales)”, The Law Book Co. of Australasia, Sydney, 1953, p.135
(3). Companies Act 37 Vic. No.19 (1874) Part 5, 222 (1-2) and Companies Act No.40, 1899 section 166 (a-b)
(4). Companies Act 37 Vic. No.19 (1874) Part 5, 222 (5)
(5). T. Le M. Wells, “The Practice of the Registrar-General’s Department (New South Wales)”, The Law Book Co. of Australasia, Sydney, 1953, p.135
(6). Companies Act No.71, 1961 part 2 section12
(7). Archives Office of New South Wales Corporate Affairs Commission Disposal File AO 82/223D