Members
 
 
 
ACT 125
COMPANIES ACT 1965 (REVISED - 1973)
PART II - ADMINISTRATION OF ACT

 
Section 11. Registers.
 
Section 11. Registers. (COMPANIES ACT 1965 (REVISED - 1973) - ACT 125) (1) The Registrar shall, subject to this Act, keep such registers as he considers necessary in such forms as he thinks fit.

Inspection of register

(2) Any person may, on payment of the prescribed fee—

    (a) inspect any document filed or lodged with the Registrar not being a document that has been destroyed or otherwise disposed of under subsection (11);

    (b) require a certificate of the incorporation of any company or any other certificate issued under this Act; or

    (c) require a copy or extract from any document that he is entitled to inspect pursuant to paragraph (a) or any certificate referred to in paragraph (b) to be given or given and certified by the Registrar.

(3) If a reproduction or transparency of a document or certificate is produced for inspection, a person is not entitled pursuant to paragraph 2(a) to require the production of the original of that document or certificate.

(4) The reference in paragraph 2(c) to a document or certificate includes, where a reproduction or transparency of that document or certificate has been incorporated with a register kept by the Registrar, a reference to that reproduction or transparency and where such a reproduction or transparency has been so incorporated, a person is not entitled pursuant to that paragraph to a copy of or extract from the original of that document or certificate.

Evidentiary value of copies certified by Registrar

(5) A copy of or extract from any document filed or lodged at the office of the Registrar certified to be a true copy or extract under the hand and seal of the Registrar shall in any proceedings be admissible in evidence as of equal validity with the original document.

(6) The reference in subsection (5) to a document includes, where a reproduction or transparency of that document has been incorporated with a register kept by the Registrar, a reference to that reproduction or transparency.

Evidence of statutory requirements

(7) In any legal proceedings—

    (a) a cerficate under the hand and seal of the Registrar that, at a date or during a period specified in the certificate, no company was registered under this Act or a corresponding previous law by a name specified in the certificate shall be received as prima facie evidence that at the date or during that period, as the case may be, no company was registered by that name under this Act or any corresponding previous law; and

    (b) a certificate under the hand and seal of the Registrar that a requirement of this Act specified in the certificate—

      (i) had or had not been complied with at a date or within a period specified in the certificate; or

      (ii) had been complied with at a date specified in the certificate but not before that date,

    shall be received as prima facie evidence of matters specified in the certificate.

(8) If the Registrar is of the opinion that a document lodged or registered with him—

    (a) contains matter contrary to law;

    (b) contains matter that, in a material particular, is false or misleading in the form or context in which it is included;

    (c) by reason of an omission or misdescription has not been duly completed;

    (d) does not comply with the requirements of this Act; or

    (e) contains an error, alteration or erasure,

the Registrar may request—

    (f) that the document be appropriately amended or completed and resubmitted;

    (g) that a fresh document be submitted in its place; or

    (h) where the document has not been duly completed, that a supplementary document in the prescribed form be lodged.

(9) The Registrar may require a person who submits a document for lodgment with the Registrar to produce to the Registrar such other document, or to furnish to the Registrar such information, as the Registrar thinks necessary in order to form an opinion whether he may refuse to receive or register the document.

Appeal

(10) Any person aggrieved by the refusal of the Registrar to register any corporation or to register or receive any document or by any act or decision of the Registrar may appeal within thirty days of the decision of the Registrar to the Court which may confirm the refusal, act or decision or give such directions in the matter as seem proper or otherwise determine the matter but this subsection shall not apply to any act decision of the Registrar—

    (a) in respect of which any provision in the nature of the appeal or review is expressly provided in this Act; or

    (b) which is declared by this Act to be conclusive or final or is embodied in any document declared by this Act to be conclusive evidence of any act, matter or thing.

Destruction, etc., of old records

(11) The Registrar may, if in his opinion it is no longer necessary or desirable to retain them, destroy or give to the National Archives—

    (a) in the case of a corporation—

      (i) any return of allotment of shares for cash which has been lodged or filed for not less than six years;

      (ii) any annual return or balance-sheet that has been lodged or filed for not less than seven years or any document creating or evidencing a charge or the complete or partial satisfaction of a charge where a memorandum of satisfaction of a charge has been registered for not less than seven years; or

      (iii) any other document (other than the memorandum and articles or any other document affecting them) which has been lodged, filed or registered for not less than fifteen years;

    (b) in the case of a corporation that has been dissolved or has ceased to be registered for not less than fifteen years, any document lodged, filed or registered; or

    (c) any document a transparency of which has been incorporated with a register kept by the Registrar.