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CHAPTER 113.
COMPANIES LAW
(as amended including law 92(I)/2004)
ARRANGEMENT OF SECTIONS
1.
2.
Short title.
Interpretation.
PART I - INCORPORATION OF COMPANIES AND MATTERS INCIDENTAL THERETO
Memorandum of Association.
3.
4
4A
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
15A.
16.
17.
18.
19.
20.
Undesirable name.
Change of name.
Power to dispense with limited in name of charitable and other companies.
General Provisions with respect to Memorandum and Articles.
21.
22.
23.
24.
25.
26.
27.
28.
Definition of member.
Membership of holding company.
Private Companies.
29.
30.
31.
31A.
32.
33.
33A.
34.
35.
36.
Members severally liable for debts where business carried on with fewer than seven, or in case of private
company two, members.
Contracts, etc.
Form of contracts.
Bills of exchange and promissory notes.
Execution of deeds abroad.
Power for company to have official seal for use abroad.
Authentication of documents.
37.
Authentication of documents.
PART II - SHARE CAPITAL AND DEBENTURES.
Prospectus.
38.
39.
40.
41.
42.
43.
44.
45.
46.
Dating of prospectus.
Matters to be stated and reports to be set out in prospectus.
Expert's consent to issue of prospectus containing statement by him.
Registration of prospectus.
Restriction on alteration of terms in prospectus or statement in lieu of prospectus.
Civil liability for mis-statements in prospectus.
Criminal liability for mis-statements in prospectus.
Document containing offer of shares or debentures for sale to be deemed prospectus.
Interpretation of provisions relating to prospectuses.
Allotment.
Power to pay certain commissions, and prohibition of payment of all other commissions, discounts, etc.
Prohibition of provision of financial assistance by company for purchase of or subscription for its own, or its
holding company's, shares.
Construction of References to offering Shares or Debentures to the Public.
54.
55.
56.
57.
57A.
57.
57.
57.
57E.
57.
58.
59.
59A.
60.
60A.
60.
61.
62.
63.
64.
65.
66.
67.
68.
69.
69A.
70.
Rights of holders of special classes of shares.
Transfer of Shares and Debentures, Evidence of Title, etc.
71.
72.
73.
74.
75.
76.
77.
78.
79.
80.
81.
82.
Nature of shares.
Numbering of shares.
Transfer not to be registered except on production of instrument of transfer.
Transfer by personal representative.
Registration of transfer at request of transferor.
Notice of refusal to register transfer.
Certification of transfers.
Duties of company with respect to issue of certificates.
Certificate to be evidence of title.
Evidence of grant of probate.
Issue and effect of share warrants to bearer.
Penalty for personation of shareholder.
Special Provisions as to Debentures.
83.
84.
85.
86.
87.
88.
89.
G.S.L. Law & Consulting
gsl@gsl.org