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Nevis Business Corporation Ordinance 1984 - Intax Info

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26. The articles of incorporation may confer upon the holders of any bonds, debentures, or other<br />

obligations issued rights of or to be issued by the corporation, whether secured by mortgage or otherwise or<br />

unsecured, any one or more of the following powers and rights:<br />

(i)<br />

(ii)<br />

(iii)<br />

The power to vote on the election of directors, or other matters specified in the<br />

articles;<br />

The right of inspection of books of account, minutes, and other corporate records;<br />

Any other rights to information concerning the financial condition of the corporation<br />

which its shareholders have or may have.<br />

Execution and filing of articles of incorporation.<br />

27. Articles of incorporation shall be signed and acknowledged by each incorporator and filed with the<br />

Registrar of Companies in conformity with the provisions of Part I of this <strong>Ordinance</strong>.<br />

Effect of filing articles of incorporation<br />

28. The corporate existence shall, upon filing the articles of incorporation, be effective as of the filing date<br />

stated thereon. The endorsement by the Registrar of Companies, as required by section 4 of Part 1, shall be<br />

conclusive evidence that all conditions precedent required to be performed by the incorporators have been<br />

complied with and that the corporation has been incorporated under this <strong>Ordinance</strong>.<br />

Organization meeting<br />

29.(1) Within a reasonable time after the filing of the articles of incorporation, an organization meeting shall<br />

be held either within or without <strong>Nevis</strong>. The said organization meeting shall be held, in person or by proxy, by<br />

the initial directors named in the articles of incorporation or by the incorporator or incorporators or their<br />

transferees pursuant to subsection (2) hereof. The purpose of the meeting shall be to adopt bylaws, transact such<br />

business as may come before the meeting, do such acts to perfect the organization of the corporation as are<br />

deemed appropriate and, if the initial directors are not named in the articles of incorporation, elect directors to<br />

serve or hold office until the first annual meeting of shareholders or until their successors are elected and<br />

qualify.<br />

(2) If the articles of incorporation state that the incorporators have subscribed for stock, such subscriptions<br />

may be transferred prior to the organization meeting of directors and such transferees may hold the organization<br />

meeting of incorporators.<br />

(3) Any action permitted to be taken at the organization meeting may be taken without a meeting if each<br />

incorporator, transferee or director signs an instrument setting forth the action so taken.<br />

Bylaws.<br />

30.(1) Every corporation formed under this <strong>Ordinance</strong> shall have bylaws.<br />

(2) The initial bylaws of a corporation may be adopted by its board of directors. Except as otherwise<br />

provided in the articles of incorporation, bylaws may be amended, repealed or adopted by vote of the<br />

shareholders. If so provided in the articles of incorporation or a bylaw adopted by the shareholders, bylaws may<br />

also be amended, repealed or adopted by the board of directors, but any bylaw adopted by the directors may be<br />

amended or repealed by shareholders entitled to vote thereon.<br />

15 www.bbp-net.com www.bbp-net.ru www.bbp-incorporations.co.uk

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