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As enacted
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Part XVII · Application of Act to Existing Companies

485. Application of Act to existing companies

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

(1)

In the application of the provisions of this Act to existing companies, it shall apply—

(a)

in the case of a limited company other than a company limited by guarantee, as if the company has been formed and registered under the provisions of this Act as a limited company;

(b)

in the case of a company limited by guarantee, as if the company had been formed and registered under the provisions of this Act as a company limited by guarantee;

(c)

in the case of a company other than a limited company, as if the company had been formed and registered under the provisions of this Act as an unlimited company; and

(d)

in the case of a company which is a people’s company, as if had been formed and registered under the provisions of this Act as a limited company.

(2)

An existing company which is a private company, shall continue under this Act as a private company to which Part II of this Act applies.

(3)

An existing company which is an off-shore company, shall continue under this Act as an off-shore company to which Part XI of this Act applies.

(4)

Any reference express or implied, to the date of registration of an existing company, shall be construed as a reference to the date on which the company was first incorporated under any written law.

(5)

An existing company—

(a)

which is a private limited company formed and registered under the Joint Stock Companies

Ordinance 1861, the Joint Stock Banking

Ordinance 1897, and the Companies Ordinance

(Cap. 145) shall be deemed to have changed its name to include the suffix “ (Pvt) Limited” or the abbreviation “(Pvt) Ltd.”; and

(b)

which is a public listed company, shall be deemed to have changed its name to include the suffix

“Public Limited Company” or the abbreviation

“PLC”.

(6)

(a)

The Registrar shall enter the new name on the register in place of the former name, consequent to the deemed change of name under the provisions of subsection (5), and issue a fresh certificate of incorporation including the said suffix or the said abbreviation, as the case may be, in such certificate of incorporation.

(b)

Such fresh certificate shall be issued after the Registrar has assigned a new number in terms of the provisions of section 487.

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