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112. |
(1) |
The
Governor in Council may, on the advice of the Commission, make regulations
generally for giving effect to the provisions of this Act and specifically
for prescribing any thing required or permitted to be prescribed by this
Act. |
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(2) |
Without
limiting or affecting subsection (1), the Governor in Council may make
regulations with respect to the conduct, duties and responsibilities of
registered agents. |
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(3) |
Regulations made under this section may make different provision in relation
to different persons, circumstances or cases. |
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113. |
Any
certificate or other document required to be issued by the Registrar under
this Act shall be in such form as the Governor in Council may approve. |
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114. |
(1) |
The
Registrar shall, upon request by any person, issue a certificate of good
standing under his hand and seal certifying that a company incorporated
under this Act is of good standing if the Registrar is satisfied that |
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(a) |
the name
of the company is on the Register; and |
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(b) |
the
company has paid all fees, licence fees and penalties due and payable. |
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(2) |
The
certificate of good standing issued under subsection (1) must contain a
statement as to whether |
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(a) |
the
company has submitted to the Registrar articles of merger or consolidation
that have not yet become effective; |
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(b) |
the
company has submitted to the Registrar articles of arrangement that have not
yet become effective; |
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(c) |
the
company is in the process of being wound up and dissolved; or |
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(d) |
any
proceedings to strike the name of the company off the Register have been
instituted. |
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115. |
(1) |
Except as
provided in subsection (2) of section 85, a person may |
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(a) |
inspect
the documents kept by the Registrar pursuant to this Act; and |
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(b) |
require a
certificate of incorporation, merger, consolidation, arrangement,
continuation, dissolution or good standing of a company incorporated under
this Act, or a copy or an extract of any document or any part of a document
of which he has custody, to be certified by the Registrar; and a certificate
of incorporation, merger, consolidation, arrangement, continuation,
dissolution or good standing or a certified copy or extract is prima facie
evidence of the matters contained therein. |
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(2) |
A document
or a copy or an extract of any document or any part of a document certified
by the Registrar under subsection (1) is admissible in evidence in any
proceedings as if it were the original document. |
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116. |
For
purposes of determining matters relating to title and jurisdiction but not
for purposes of taxation, the situs of the ownership of shares, debt
obligations or other securities of a company incorporated under this Act is
in the British Virgin Islands. |
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117. |
(1) |
A company
incorporated under this Act may, without the necessity of joining any other
party, apply to the court, by summons supported by an affidavit, for a
declaration on any question of interpretation of this Act or of the
Memorandum or Articles of the company. |
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(2) |
A person
acting on a declaration made by the court as a result of an application
under subsection (1) shall be deemed, in so far as regards the discharge of
any fiduciary or professional duty, to have properly discharged his duties
in the subject matter of the application. |
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118. |
A judge of
the Supreme Court may exercise in Chambers any jurisdiction that is vested
in the court by this Act and in exercise of that Jurisdiction, the judge may
award costs as may be just. |
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119. |
This Act,
except for section 98, comes into operation on such day as the Governor
appoints by proclamation published in the Gazette.
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