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As enacted
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Part I · Incorporation of Companies and Related Matters Essential Characteristics of Companies

12. Use of company name and company number

Official English translation. Where it differs from the Sinhala or Tamil text, the Act itself says which text prevails.

(1)

A company shall ensure that its name and its company number are clearly stated in—

(a)

all business letters of the company ;

(b)

all notices and other official publications of the company ;

(c)

all bills of exchange, promissory notes, endorsements, cheques and orders for money or goods signed on behalf of the company ;

(d)

all invoices, receipts and letters of credit of the company ;

(e)

all other documents issued or signed by the company which creates or is evidence of a legal obligation of the company ; and

(f)

the company seal, if any.

(2)

Every company shall ensure that its name and its company number are clearly displayed at its registered office.

(3)

Where a company fails to comply with the provisions of subsection (1) or subsection (2)—

(a)

the company shall be guilty of an offence and be liable on conviction to a fine not exceeding fifty thousand rupees ; and

(b)

every officer of the company who is in default shall be guilty of an offence and be liable on conviction to a fine not exceeding fifty thousand rupees.

(4)

Where—

(a)

a document that creates or is evidence of a legal obligation of a company, is issued or signed by or on behalf of the company ; and

(b)

the name and company number of the company are not correctly stated in the document, every person who issued or signed the document will be liable to the same extent as the company if the company fails to discharge the obligation, unless-

(c)

the person who issued or signed the document proves, that the person in whose favour the obligation was incurred was aware at the time the document was issued or signed, that the obligation was incurred by the company ; or

(d)

the court is satisfied that it would not be just and equitable for that person to be so liable.

(5)

For the purposes of subsections (1) and (2), a company may use a generally recognized abbreviation of any word in its name, unless it is misleading to do so.

ARTICLES OF ASSOCIATION

Part II

Private Companies

Part III

Companies Limited by Guarantee

Part IV

Shares and Debentures Prospectus

Part V

Shareholders and Their Rights and Obligations

Part VI

Registration of Charges Registration of Charges with Registrar

Part VII

Management and Administration Registered Office

Part VIII

Amalgamations

Part IX

Compromises with Creditors

Part X

Approval of Arrangements, Amalgamations, and Compromises by Court

Part XI

Provisions Relating to Offshore Companies

Part XII

Winding Up

Part XIII

Administrators Appointment of Administrator

Part XIV

Floating Charges

Part XV

Receivers and Managers

Part XVI

Registrar-General of Companies and Registration Appointment of Officers

Part XVII

Application of Act to Existing Companies

Part XVIII

Overseas Companies

Part XIX

Advisory Commission

Part XX

Companies Disputes Board

Part XXI

Offences Miscellaneous Offences

Part XXII

Miscellaneous Prohibition of Partnership with More Than Twenty Members

Part XXIII

Repeals and Amendments

Schedules