St. Lucia International Business Companies Act - Lexadin

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Saint Lucia International Business Companies Act, 1999 Page 50Winding up and dissolution for unpaid claims96. (1) Where(a)the directors or the members of an international business company that is required undersection 89 or permitted under section 90 to wind up and dissolve, at the time of the passing ofthe resolution to wind up and dissolve the international business company; or(b) the liquidator of an international business company after his or her appointment; have reasonto believe that the international business company will not be able to pay or provide for thepayment of or discharge of all claims, debts, liabilities and obligations of the internationalbusiness company in full, the directors, the members or the liquidator, shall immediately givenotice of the fact to the Registrar.(2) Where notice has been given to the Registrar under subsection (1), all winding up and dissolutionproceedings after the notice has been given shall be in accordance with the provisions of the CompaniesAct relating to winding up and dissolution and those provisions shall apply, with the necessarychanges, to the winding up and dissolution of the international business company.Winding up and dissolution by Court97. (1) An order for the liquidation and dissolution of an international business company maybe made by theCourt if(a) the company carries on business in breach of section 12;(b)(c)(d)(e)(f)the company carries on business without a share holder;the company has seriously or persistently failed to comply with this Act;the company is unable to pay its debts;the company is carrying on business in a manner detrimental to the public interest;the Court considers that it would be just and equitable for the company to be liquidated anddissolved.(2) An application to the Court for an order under subsection (1) may be made by the Registrar or, if theapplication is made under paragraphs (c) or (d) of subsection (1), by any interested person.(3) Where the Court makes an Order under this section, the provisions of the Companies Act shall applywith the necessary changes as if the international business company was a company being liquidatedand dissolved by the Court under that Act.Receivers and managers98. The provisions of the Companies Act regarding receivers and managers govern, with the necessarychanges, the appointment, duties, powers and liabilities of receivers and managers of the assets ofany international business company.Striking off99. (1) Where the Registrar has reasonable cause to believe that an international business company iscontravening section 12 the Registrar shall serve on the company a notice that the name of theinternational business company may be struck off the Register if the international business companycontinues to contravene section 12.
Saint Lucia International Business Companies Act, 1999 Page 51(2) If the Registrar does not receive a reply within thirty days immediately following the date of the serviceof the notice referred to in subsection (1), the Registrar must serve on the international businesscompany another notice stating that the name of the company may be struck off the register if a replyto the notice is not received within thirty days immediately following the date thereof and that a noticeof the contemplated striking off will be published in the Gazette.(3) If the Registrar(a)(b)receives from the international business company a notice stating that the company is incontravention of section 12, in reply to a notice served on the international business companyunder subsection (1) or (2); ordoes not receive a reply to a notice served on the international business company undersubsection (2) as required by that subsection; the Registrar shall publish a notice in theGazette that the name of the international business company will be struck off the Registerunless the international business company or another person satisfies the Registrar that thename of the international business company should not be struck off.(4) At the expiration of a period of ninety days immediately following the date of the publication of thenotice under subsection (3), the Registrar shall strike the name of the international business companyoff the Register, unless the international business company or any other person satisfies the Registrarthat the name of the international business company should not be struck off, and the Registrar mustpublish notice of striking off in the Gazette.(5) If an international business company has failed to pay the increased licence fee due under subsection(2) of section 104, the Registrar shall, within thirty days immediately following the date specified in thatsubsection, publish in the Gazette and serve on the international business company, a notice statingthe amount of the licence fee due, under subsection (3) of section 104 and stating that the name of theinternational business company will be struck off the Register if the international business companyfails to pay the licence fee on or before the 31st December next ensuing.(6) If an international business company fails to pay the increased licence fee stated in the notice referredto in subsection (5) by the 31st December referred to in that subsection, the Registrar shall strike thename of the international business company off the Register from 1st January next ensuing.(7) An international business company that has been struck off the Register under this section remainsliable for all claims, debts, liabilities and obligations of the international business company, and thestriking off does not affect the liability of any of its members, directors, officers or agents.Restoration to Register100. (1) If the name of an international business company has been struck off the Register under subsection (4)of section 99, the international business company, or a creditor, member or liquidator thereof, mayapply to the Court to have the name of the international business company restored to the Register.(2) If upon an application under subsection (1) the Court is satisfied that(a)(b)at the time the name of the international business company was struck off the Register, theinternational business company was not in contravention of section 12; andit would be fair and reasonable for the name of the international business company to berestored to the Register; the Court may order the name of the international business companyto be restored to the Register upon payment to the Registrar of all fees due under section 104and all penalties due under section 105 without any increase for late payment, and uponrestoration of the name of the international business company to the Register, the name of theinternational business company is deemed never to have been struck off the Register.
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St. Lucia International Business Companies Act - Lexadin

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