Section 41 of The Companies Act No. 17 of 2015: Authentication of documents
A document or proceedings requiring authentication by a company is sufficiently authenticated by a signature of a person authorised by the company to act on its behalf.
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7,070 resultsSection 44 of The Companies Act No. 17 of 2015: Pre-incorporation contracts, deeds and obligations
(1) A contract that purports to be made by or on behalf of a company at a time when the company has not been formed has effect, subject to any agreement to the contrary, as a contract made with the person purporting to act for the company or as agent for it, and the person is personally liable on th…
Section 45 of The Companies Act No. 17 of 2015: Execution of bills of exchange and promissory notes by companies
A bill of exchange or promissory note is binding on a company if made, accepted or endorsed in the name of, by or on behalf or on account, of the company by a person acting under its authority.
Section 46 of The Companies Act No. 17 of 2015: Company to have registered office
A company shall at all times ensure that it has a registered office to which all communication and notices registered office may be addressed.
Section 47 of The Companies Act No. 17 of 2015: Company to notify change of address of registered office
(1) A company may change the address of its registered office by lodging with the Registrar for registration a notice of the change. (2) The change of address takes effect only when it is registered by the Registrar. (3) A person is entitled to serve a document on the company at the previously regis…
Section 48 of The Companies Act No. 17 of 2015: Reservation of name
(1) The Registrar may, on written application reserve a name pending registration of a company or change of name by a company. (2) The reservation of a name under subsection (1) remains in force for a period of thirty days or such extended period, not exceeding sixty days, as the Registrar may, for…
Section 49 of The Companies Act No. 17 of 2015: Prohibited names
(1) The Registrar may not register a company by a particular name if— (a) the use of the name would constitute an offence; (b) the name consists of abbreviations or initials not authorised by or under this Act; or (c) the Registrar is, after taking into account the relevant criteria, of the opinion…
Section 50 of The Companies Act No. 17 of 2015: Name suggesting connection with the State or local or public authority
The approval of the Registrar is required for a company to be registered under this Act by a name that would be likely to give the impression that the company is connected with— (a) a State organ; (b) a county government; or (c) any public authority prescribed by the regulations.
Section 51 of The Companies Act No. 17 of 2015: Applicant to seek views of specified public officer or body if regulations so require
(1) If the regulations so require, an applicant for the Registrar's approval for the use of a specified name, or a name of a specified description, shall seek the views of a specified public officer or body. (2) If an applicant for the use of a specified name, or a name of a specified description, i…
Section 52 of The Companies Act No. 17 of 2015: Regulations may permit or prohibit the use of certain characters, signs or symbols
(1) The regulations may— (a) provide for the letters or other characters, signs or symbols, including accents and other diacritical marks, and punctuation that may be used in the name of a company to be registered under this Act; and (b) specify a standard style or format for the name of a company f…
Section 53 of The Companies Act No. 17 of 2015: Registration of public limited companies
A company that is both a limited company and a public company may only be registered with a name that ends with the words "public limited company" or the abbreviation "plc".
Section 54 of The Companies Act No. 17 of 2015: Registration of private limited companies
A company that is both a limited company and private company may be registered only with a name that ends with the word "limited" or the abbreviation "ltd."
Section 55 of The Companies Act No. 17 of 2015: Exemption from requirement to use of “limited”
The Cabinet Secretary may, by notice given to the company, exempt a private company from using the word "limited" or "Itd" as required by section 54.
Section 56 of The Companies Act No. 17 of 2015: Inappropriate use of company type or legal form
(1) The regulations may prohibit the use in a company name of specified words, expressions or other indications— (a) that are associated with a particular type of company or kind of organisation; or (b) that are similar to words, expressions or other indications associated with a particular type of…
Section 57 of The Companies Act No. 17 of 2015: Name not to be the same a another in the index
(1) The Registrar shall not register a company under this Act by a name that is the same as another name appearing in the index of company names. (2) The regulations may provide— (a) that registration of a company by a name that would otherwise be prohibited under this section be permitted — (i) in…
Section 58 of The Companies Act No. 17 of 2015: Power to direct change of name in case of similarity to existing name
(1) The Registrar may direct a company to change its name if it has been registered by a name that is the same as or, in the opinion of the Registrar, too similar to— (a) a name appearing at the time of the registration in the Registrar's index of company names; or (b) a name that should have appear…
Section 59 of The Companies Act No. 17 of 2015: Power to make regulations for purposes of sections 57 and 58
For the purposes of sections 57 and 58, the regulations may provide for either or both of the following. (a) matters that are to be disregarded in deciding whether or not names are the same or are too similar; (b) words or expressions that are to be, or are not to be regarded as the same or too simi…
Section 60 of The Companies Act No. 17 of 2015: Power of Registrar to direct company to change its name because of misleading information given for registration of company or because its name gives misleading indication of company’s activities
(1) The Registrar may direct a company to change its name if of the opinion— (a) that misleading information has been given for the purposes of a company's registration by a particular name and that an undertaking or assurance has been given for that purpose and has not been fulfilled; or (b) that t…
Section 61 of The Companies Act No. 17 of 2015: Company may apply to court for order to quash direction under section 60
(1) A company that is dissatisfied with a direction given to it under section 60 may apply to the Court to quash the direction. (2) An application under subsection (1) is ineffective if not made within twentyone days after the date on which the direction is notified to the company. (3) On the hearin…
Section 62 of The Companies Act No. 17 of 2015: Company may change the name
A company may change its name— (a) by special resolution or as may be provided for by the articles of the company; (b) by resolution of the directors acting in accordance with a direction by the Registrar under section 60; (c) on the restoration of the company to the Register in accordance with Part…
Section 63 of The Companies Act No. 17 of 2015: Change of name by special resolution
(1) Within fourteen days after a change of name has been agreed to by a company by special resolution, the company shall lodge with the Registrar for registration a notice of change, together with a copy of the resolution. (2) If a change of name by special resolution is conditional on the occurrenc…
Section 64 of The Companies Act No. 17 of 2015: Change of name by means provided for in articles of company
(1) Within fourteen days after a company changes its name by other means provided for in its articles, it shall lodge with the Registrar for registration notice of the change, together with a statement that the change has been made in accordance with the company's articles. (2) The Registrar may rel…
Section 65 of The Companies Act No. 17 of 2015: Change of name: registration and issue of certificate of change of name
(1) On receiving a notice of a change of company's name and on being satisfied— (a) that the new name complies with the requirements of this Act; and (b) that the requirements of this Act and any relevant requirements of the articles of the company, with respect to a change of name are complied with…
Section 66 of The Companies Act No. 17 of 2015: Effect of change of name
(1) A change of a company's name has effect from the date on which the certificate of change of name is issued. (2) The change does not affect any rights or obligations of the company or invalidate any legal proceedings by or against it. (3) Any legal proceedings that might have been continued or co…
Section 67 of The Companies Act No. 17 of 2015: Company to display its company name etc
(1) A company shall— (a) display its name and other prescribed information in specified places; (b) state prescribed information in prescribed kinds of the company's documents and communications; and (c) provide prescribed information on request to those with whom the company deals with in the cours…
Section 68 of The Companies Act No. 17 of 2015: Minor variations in form of name
(1) In relation to the name of a company, no account is to be taken of whether— (a) upper or lower case characters or a combination of the two are used; (b) diacritical marks or punctuation are present or absent; or (c) the name is in the same format or style as is specified under section 52(1) for…
Section 69 of The Companies Act No. 17 of 2015: How companies may alter their status
A company can, in accordance with this Part, convert itself— (a) from being a private company into being a public company; (b) from being a public company into being a private company; (c) from being a private limited company into being an unlimited company; (d) from being an unlimited private compa…
Section 70 of The Companies Act No. 17 of 2015: Conversion of private company to public company
(1) A private company, whether limited or unlimited, can convert itself into a public company limited by shares if (but only if)— (a) it passes a special resolution to that effect; (b) the conditions specified in subsection (2) are satisfied; and (c) an application for registration of the conversion…
Section 71 of The Companies Act No. 17 of 2015: Requirement as to share capital
(1) A company that has resolved to convert itself into a public company may lodge an application for registration of the conversion only if the following requirements are satisfied— (a) the nominal value of the company's allotted share capital are not less than the authorised minimum; (b) each of th…
Section 72 of The Companies Act No. 17 of 2015: Requirements as to net assets
(1) A private company that has resolved to convert itself into a public company may not apply to have the conversion registered unless— (a) a balance sheet prepared as at a date not more than seven months before the date on which the application is lodged with the Registrar; (b) an unqualified repor…