Companies Act 2007 · As enacted · Part VIII · Amalgamations
245. Effect of certificate of amalgamation
Official English translation. Where it differs from the Sinhala or Tamil text, the Act itself says which text prevails.
Official translationFrom Department of Government Printing, unchanged
On the date shown in a certificate of amalgamation—
the amalgamation becomes effective ;
if it has the same name as of one of the amalgamating companies, the amalgamated company shall have the name specified in the amalgamation proposal ;
the Registrar shall remove all particulars relating to the amalgamating companies, other than the amalgamated company, from the Register ;
the amalgamated company succeeds to all the property, rights, powers, and privileges of each of the amalgamating companies ;
the amalgamated company succeeds to all the liabilities and obligations of each of the amalgamating companies ;
proceedings pending by or against an amagamating company may be continued by or against the amalgamated company ;
a conviction, ruling, order, or judgment in favour of or against an amalgamating company, may be enforced by or against the amalgamated company ;
the stated capital of the amalgamated company shall be the sum certified by the auditor of the amalgamated company ; and
any provisions of the amalgamation proposal that provide for the conversion of shares or rights of shareholders in the amalgamating companies, shall have effect according to their tenor.
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