All limited companies should be registered at the office of the registrar of companies under the companies act no 07 of 2007 and for that the following documents should be submitted.
- The promoters of the company should sign and hand over the form duly issued by the registrar of companies.
- Company's Article Of Association.
- Statement of share holders regarding the name of the company.
- The statement of consent obtained from the directors regarding thee willingness to work as directors.
- The statement of consent obtained from the first Secretary to function as the secretary.
Matters included in the scheduled Application Issued by the Registrar of Companies.
The promoters ( the original members) of the company should duly fill the required forms and hand over to the registrar of companies . This is known as form No. 1 . the details included therein are
- The name of the proposed company .
- Whether limited, Unlimited or a Company limited by Guarantee
- Registered address of the company.
- Names, addresses and identity card numbers of persons who have consented to work as incentive directors.
- Names of two inception share holders.
- Names , address and identity card numbers of persons those who have consented to work as the inceptive secretary.
- Applied share holders Names, Addresses and identity card numbers etc.
Articles of Association
1. The most important document which should be forwarded to the registrar of companies duly signed by the promoters is the article of association . this is equivalent to the agreement between the share holders and the company. this relates to the internal administration of the company . some of the provisions could be amended on a special motion being passed.2. The companies act no 07 of 2007 states that the articles should have the following provisions.
- objectives of the company
- Right and duties of the share holders of the company
- The management and administration of the company.
3. the contents are as follows. ( only a few)
- Objectives of the company
- Provisions on the issue of shares
- Rights and duties of share holders .
- Provisions relating to the payments of dividents.
- Provisions relating to the company meetings.
- provisions regarding voting and quorum
- Provisions on the appointment and removal of company directors, duties and responsibilities of the directors
- Powers of the directors.
- Accounting and Auditing.
Provisions in dissolution of company
provisions regarding the use of name of a Limited Company
There are several provisions governing the naming of a limited company listed inn the companies act no 07 of 2007- In all companies except Quoted Companies , the word " Ltd"
should be included at the end of the name of the company.
- If it is a private Company the word " Private" should be inserted before the word Company . if it is a public company the word "Public"
should be used before the name of the company.
- Equivalent names to the existing company names or misleading names should not be used.
- Without the written approval of the Minster of trade the words " chamber of commerce , the president , Srilanka , State,Cooperative , Corporation "should not be used.
Names of the company could be changed with the prior approval of the registrar of Companies by passing a special resolution by the company.
0 comments:
Post a Comment