NOTE. No transfer of any of the ["assented" stock or "assented" shares] referred to in this certificate of registration will be registered in the special register referred to in the above-mentioned deposit agreement unless accompanied by this certificate of registration. NOTE.-Under the articles of association of Cables & Wireless, (Ltd.), not more than 25 per cent of the shares of any class in that company may be held by or in trust or in any way under the control of any foreigner(s) foreign corporation(s) or corporation(s) under foreign control as therein defined. THE THIRD SCHEDULE 1. "Assented" stock and "assented" shares and the rights to which the holders of such stock or shares may be entitled under the above-mentioned deposit agreement and the plan therein referred to shall only be transferable by an instrument of transfer in a special form which must be obtained from the Bank of England, (the registrar hereinafter referred to), at the office of its chief accountant, 18 Finsbury Circus, London, E. C. 2. Such instrument of transfer shall only comprise "assented" stock or "assented" shares of one class, and for this purpose the "assented" shares of any class in Marconi's Wireless Telegraph Co., (Ltd.), (hereinafter referred to as "the Marconi Co."), which are comprised in share warrants for shares of that class shall be treated as forming a separate class from the shares of that class which are not comprised in share warrants. Transferees of "assented" stock or "assented" shares will in respect thereof be subject to and bound by the said deposit agreement and the articles of association of the company which issued such stock or shares, and if the transfer is of "assented" shares in the Marconi Co. which are not comprised in share warrants, the transferee, (or in the case of joint transferees all of them), must comply with article 12A of the articles of association of that company. 66 2. No fraction of any 'assented" share or of £1 of "assented" stock shall be transferable and no "assented" share in the Marconi Co. which is comprised in a share warrant shall be transferable apart from all the other "assented" shares, if any, comprised in that warrant. 3. Every instrument of transfer must be signed both by the transferor and the transferee, and the transferor shall be deemed to remain the owner of the "assented" stock or "assented" shares and rights to be transferred until the name of the transferee is entered in the special register hereinafter referred to in respect thereof. 4. Every instrument of transfer must be deposited at the office of the registrar for registration in the special register accompanied by the certificate of registration, (as defined in the above-mentioned deposit agreement), covering the "assented" stock or “assented" shares to be transfered and such other evidence as the registrar may require to prove the title of the transferor or his right to transfer such "assented" stock or "assented" shares. By so depositing such transfer for registration the transferee(s) thereunder will become a depositing transferee or depositing transferees under and be bound by the terms of the said deposit agreement. Before registering an instrument of transfer in the special register, the registrar will deliver it with the certificate for the stock or shares comprised therein to the company which issued such stock or shares for registration in the register of members of that company, and after it has been so registered, and on its registration in the special register the transferee(s) thereunder shall be entitled to have issued to him, (them), or, if the instrument of transfer was deposited for registration through some other person, then to that person, a certificate of registration in the name(s) of such transferee(s) in respect of the "assented" stock or "assented" shares thereby transferred. All instruments of transfer which shall be registered in the special register will be retained by the registrar, or, (if they do not relate to shares comprised in a share warrant), by the company which issued the stock or shares to which they relate. 5. A fee of 2s. 6d. will be charged for the registration in the special register of each transfer, and also for the registration in the special register of any probate or letters of administration relating to or affecting the title to any "assented" stock or "assented" shares. 6. If part only of the "assented" stock or "assented" shares the subject of a certificate of registration is transferred, the holder of such certificate of registration shall on delivery up to the registrar of such certificate be entitled to receive from the registrar free of charge a new certificate of registration in respect of the balance of the "assented" stock or "assented" shares the subject of such first mentioned certificate. 7. The executors or administrators of a deceased registered holder of "assented" stock or "assented" shares, (not being one of several joint holders), and, in the case of the decease of one or more of several joint holders, the survivor or survivors of such joint holders, shall be the only persons recognized as having any title to such "assented" stock or "assented" shares. 8. Any person becoming entitled to any "assented" stock or "assented" shares in consequence of the death or bankruptcy of any registered holder of such "assented" stock or "assented" shares upon providing such evidence that he sustains the character in respect of which he proposes to act under this condition or of his title as the registrar thinks sufficient may, subject to the preceding conditions as to transfer, transfer such "assented" stock or "assented" shares to himself or to any other person. 9. If any certificate of registration relating to "assented" stock or "assented" shares is defaced, lost, or destroyed, it may be renewed on payment of such fee not exceeding 1 shilling and on such terms, (if any), as to evidence and indemnity as the registrar may require, but so that in the case of defacement the defaced certificate of registration shall be surrendered before the new certificate of registration is issued. 10. Any notice or document to be given or sent under or in pursuance of the above-mentioned deposit agreement to any person who is registered in the special register in respect of "assented" stock or 'assented" shares may be sent by post in a prepaid letter addressed to such holder at his address as registered in such register. In the case of joint registered holders of any "assented" stock or "assented" shares, a notice given to the holder whose name stands first in the special register in respect of such "assented" stock or "assented" shares shall be sufficient notice to all the joint holders. Any notice sent by post shall be deemed to have been served at the time when it is posted, and in proving such service it shall be sufficient to prove that the letter containing the notice was properly addressed, stamped, and posted. 11. A special register, (which shall not form part of the register of members of any of the four companies), shall be kept by the bank as registrar for the purposes of the above-mentioned deposit agreement wherein shall be entered particulars of the names addresses and descriptions of all depositing security holders and of the stock and shares deposited by them under the deposit agreement and of all transfers of "assented" stock or assented" shares which are lodged and accepted for registration and of all probates, letters of administration, certifi cates of marriage or death, powers of attorney or other documents which are lodged for registration as relative to or affecting the title to any "assented" stock or "assented" shares. Except as in these conditions or in the said deposit agreement provided no transferee of, or prson becoming entitled in conse quence of death or bankruptcy to, any "assented" stock or "assented" shares shall be entitled to have his name entered in respect of such stock or shares in the register of members of the company which issued the same or to transfer such stock or shares. 12. Save as in these conditions otherwise provided the persons who are registered in the special register in respect of any "assented" stock or "assented shares shall, for the purposes of the above-mentioned deposit agreement and the plan therein referred to, be recognized as the absolute owners of such "assented" stock or "assented" shares and of all rights in respect thereof, and no person having or claiming any equitable interest in any such "assented" stock or "assented" shares or in any rights in respect thereof shall be entitled to have his name entered in the special register in respect therof, otherwise than in accordance with the provisions of these conditions, and Cables & Wireless, (Ltd.), shall not nor shall the bank nor the Eastern Telegraph Co., (Ltd.), the eastern Extension Australasia & China Telegraph Co., (Ltd.), the Western Telegraph Co., (Ltd.), or the Marconi Co., respectively, save as herein othrwise provided and except as ordered by any court of competent jurisdiction or as by statute required, be bound to take notice or see to the execution of any trust whether express, implied, or constructive to which any "assented" stock or "assented" shares or rights in respect thereof, (whether the said plan shall or shall not be declared operative), may be subject and the receipt of the person for the time being entered in the special register in respect of any "assented" stock or "assented" shares for any fully paid shares or cash for fractions of fully paid shares in Cables & Wireless, (Ltd.), which, when the special register is closed after the said pla? shall have become operative, may be issuable and payable by that company to him shall be a good discharge to that company. THE FOURTH SCHEDULE DECLARATION BY A HOLDER OF "ASSENTED" STOCK OR "ASSENTED I hereby declare IS AN INDIVIDUAL SHARES WHO That I am a [natural born 1] British subject [naturalized in pursuance of an act or ordinance of the Government of -] and have never taken an oath of allegiance to or otherwise become a citizen or subject of any foreign sovereign or State and that there is not any contract arrangement or understanding of any nature whatsoever under which I will hold the shares to be allotted to me by Cables & Wireless, (Ltd.), in pursuance of [the within transfer or the transfer to be effected under or in pursuance of the power of attorney or request] overleaf or any of them in trust for or in any way under the control of any foreigner or foreign corporation or corporation under foreign control within the meaning of the provisions of clause 4 of the articles of association of that company. That I am not a British subject; or That I have [taken an oath of allegiance to 2] or [have become a citizen or subject of 2]. That I am a British subject, but that there is a contract, (or arrangement or understanding), under which I will hold the shares to be allotted to me by Cables & Wireless, (Ltd.), in pursuance of [the transfer or the transfer to be effected under or in pursuance of the power of attorney or request] overleaf or some of them in trust for or under the control of a foreigner or a foreign corporation or a corporation under foreign control within the meaning of the provisions of clause 4 of the articles of association of that company. Signature... DECLARATION ON BEHALF OF A HOLDER OF Dated.. ASSENTED" STOCK OR 'ASSENTED" SHARES WHERE SUCH HOLDER IS A COMPANY OR CORPORATION of holding the office of 3 I, in the [transferor] company or corporation [named in the transfer or executing the power of attorney or request] overleaf (hereinafter referred to as "the transferor company or corporation"), and duly authorized by the transferor company or corporation to make this declaration hereby declare: That the transferor company or corporation is not a foreign corporation or a corporation under foreign control within the meaning of the provisions of clause 4 of the articles of association of Cables & Wireless, (Ltd.), and that to the best of my knowledge, information, and belief there is not any contract arrangement or understanding of any nature whatsoever under which the transferor company or corporation will hold the shares in Cables & Wireless, (Ltd.), which are to be allotted to it in pursuance of such [transfer or the transfer to be effected in pursuance of the power of attorney or request] or any of them in trust for or in any way under the control of any foreigner or foreign corporation or corporation under foreign control within the meaning of the provisions of clause 4 aforesaid; or That the transferor company or corporation is a foreign corporation or a corporation under foreign control within the meaning of the provisions of clause 4 of the articles of association of Cables & Wireless, (Ltd.); or That the transferor company or corporation is not a foreign corporation or a corporation under foreign control within the meaning of the provisions of clause 4 of the articles of association of Cables & Wireless, (Ltd.), but that there is a contract or arrangement or understanding under which the transferor company or corporation will hold the shares in Cables & Wireless, (Ltd.), to be allotted to it in pursuance of the [transfer or transfer to be effected in pursuance of the power of attorney or request] overleaf or some of them in trust for or under the control of a foreigner or a foreign corporation or a corporation under foreign control within the meaning of the provisions of clause 4 aforesaid. Signature Dated. 1 Strike out and initial the inappropriate alternatives throughout. Here state name of foreign sovereign or State. * Manager, secretary, or other principal officer of the company or corporation. VOLUNTARY REPORT-WIRELESS AND CABLE IMPERIAL ADVISORY BOARD From: Alfred Nutting, clerk American consulate general, London, England. ALBERT HALSTEAD, In accordance with the recommendations of the Imperial Wireless and Cable Conference, which sat in London last year, it has been decided to set up a committee to act in an advisory capacity in regard to telegraphic communications. This body is to be styled the imperial communications advisory committee and will be concerned with the policy of the new Imperial & International Communications Co., and in particular is charged with responsibilities in respect of the institution of new services, the discontinuance of existing services, alterations in rates, and the distribution of traffic between alternative routes. One of the main features of the plan proposed by the Imperial Wireless and Cable Conference is the fixing of a standard net revenue which should be available for the purposes of the communications company. Fifty per cent of all net revenue in excess of this standard is to be devoted to the reduction of rates or such other purposes as the imperial communications advisory committee may approve. The following appointments to the advisory committee have been made: Britain and Northern Ireland: Col. Sir Courtauld Thomson, chief commissioner, Malta, Egypt, Italy, Macedonia, and Near East, 1915-1919; chairman Irish Civil Service Commission, 1921-1926. Canada: Sir Campbell Stuart, chairman British War Mission to United States of America, January, 1918; representative of the Government of Canada on the Pacific Cable Board, (declined the chairmanship), 1927. Australia: Mr. Clive L. Baillieu. New Zealand: Sir James Parr, High Commissioner for New Zealand since 1926; Member of Parliament for Eden, Auckland, 1914-1926; Minister of Public Health, 1920-1923; Minister of Justice, New Zealand, 1923-1926; Postmaster General, 1925-1926; Minister of Education, 1920-1926; member New Zealand Parliamentary Commission and visited France and Great Britain, 1916; representative of New Zealand at League of Nations, 1926-1928; member of imperial defense committee, 1928. South Africa: Lieut. Col. E. A. Sturman, Postmaster General of the Union of South Africa. Irish Free State: Mr. T. J. Kiernan. India: Sir Atful Chatterjee, High Commissioner in London for India since 1925; President International Labor Conference, 1927; League of Nations Assembly, 1925; member imperial economic committee; secretary to Government of India in department of industries, 1921. Colonies and protectorates: Sir Edward Davson, chairman Federation of Chambers of Commerce of the British Empire, 1925-1928; vice president British Empire Producers' Organization; representative of colonies and protectorates on Empire marketing board; member imperial economic committee, 1925. Source: Public announcement in press. The SECRETARY OF STATE, Washington, D. C. LONDON, December 11, 1928. SIR: I have the honor to refer to the embassy's dispatch No. 3183, November 19, 1928, relating to the imperial telegraphs bill to authorize the sale of the telegraph undertakings established under the Pacific cable acts, 1901 to 1924. and the West Indian Islands, (telegraph), act, 1924, and of certain submarine telegrap undertakings in the possession of the Postmsater General, and to make provision for certain matters incidental thereto, and in this connection to forward herewith copies, in sextuplicate, of the debate on this question in Parliament. It was alleged by the Opposition that the Government was receiving about one-fifth of the original value of its property, while the Postmaster General, on behalf of the Government, claimed that the £456,000 to be received by the post office for the two trans-Atlantic cables was a fair price. I have the honor to be, sir, Your obedient servant, RAY ATHERTON, (For the Ambassador). [Parliamentary debates (House of Commons)] LONDON, December 6, 1928. IMPERIAL TELEGRAPHS BILL Considered in committee. (Mr. James Hope in the chair.) CLAUSE 1. (Sale of Pacific Cable undertaking) The CHAIRMAN. The first amendment on the paper-in page 3, line 23, at the beginning, to insert the words: "Subject to the provisions contained in the schedule to this act," is not in order. With regard to the second and third amendments-in page 3, line 23, to leave out the words "and on terms approved by," and in line 24, after the word "may," to insert the words "at a price to be approved by a resolution of the House of Commons"-they deal with the same subject. Mr. WEDGWOOD BENN. I think you are under a misapprehension, if I may say so with very great respect. There are two separate subjects dealt with here. One is a body called a communications company and the other is an advisory committee. A reference to the paper will show that these are two quite separate organizations. The first amendment standing in my name and the names of other honorable Members relates to the advisory committee, some conditions concerning which I intended to set out in a schedule. The second amendment deals, as I understand, with the sale of the property and with the communications company, and my submission is that these are two quite separate subjects. The CHAIRMAN. The second and third amendments deal with the question of price, and if honorable members like to move the first of those amendments it may be for the convenience of the House to have a full discussion on the principle of the clause on that amendment. If any members attach special importance to the third amendment, we might have a division upon it, but I hope the discussion will be upon the second amendment. Mr. BENN. When you said that they deal with the same subject, I thought you were referring to the three amendments. May I ask on what ground the first amendment is out of order? It seeks to set out in the schedule the conditions under which the imperial advisory committee The CHAIRMAN. The objections are, first, that it would be inconvenient to deal with it in this way, because the same words would have to be repeated in each clause, and, as far as that goes, the proper way to deal with that would be by some clause to cover the three transactions contemplated in the clause. In the second place, it fails on the ground of incompleteness, because it does not carry out the intentions of the authors, that is to say, the passage lays down conditions, but, as a matter of fact, as I construe the schedule, the result would be that the transaction might be carried through, and then various things would come into operation afterwards; but there is nothing to prevent the transaction being carried through first, and there is no provision of resumption by the board of its powers, if those conditions were not carried out. I think, also, without going into further details, some of the provisions are out of order on merits. Mr. BENN. The intention of this amendment and other amendments is to attempt to incorporate in the bill some of the provisions we think important, and one is the constitution of this advisory committee. Therefore, if this new schedule were moved as a new clause, perhaps you would accept it. The CHAIRMAN. I should have to see the clause first. suitable for a new clause; others would not. Some parts would be Lieutenant Commander KENWORTHY. I understand that certain of the five paragraphs in the proposed new clause would be in order as a new clause, and you would consider them? The CHAIRMAN. I must not be taken as giving a binding ruling until I see the clause as a new clause. I think, however, paragraphs 1 and 2 would be in order. Mr. BENN. On a further point of order, I desire at some stage, probably when you put the question, "That the clause stand part," to raise the question whether a money resolution is not necessary for this part of the bill. The CHAIRMAN. I am inclined to think that I should not agree with that. A money resolution is necessary when you are voting money-not when you are |