Companies Act 2007 · As enacted · Part XVIII · Overseas Companies
489. Documents and particulars to be delivered to Registrar by overseas companies
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
Every company incorporated outside Sri Lanka which after the appointed date, establishes a place of business within Sri Lanka, shall within one month from the date of establishment of its place of business, deliver to the Registrar for purpose of registration—
a certified copy of the charter, statues or memorandum and articles of the company, or other instrument constituting or defining the constitution of the company, and where that instrument is not in an official language of Sri Lanka or in English, a translation of that instrument in such language as may be specified by the Registrar;
a list of the directors of the company, containing such particulars with respect to the directors as are by this Act required to be contained with respect to directors, in the register of the directors of a company;
the names and addresses of one or more persons resident in Sri Lanka authorized to accept on behalf of the company, service of documents and of any notices required to be served on the company;
a statement containing the full address of—
the registered or principal office of the company; and
the principal place of business of the company within Sri Lanka ;
a certified copy, certified of recent date, of any document effecting or evidencing the incorporation of the company.
The Registrar may upon sufficient cause being shown by the defaulting company, extend the period of one month specified in subsection (1).
Every company incorporated outside Sri Lanka which, on or before the appointed date, establishes or has established a place of business within Sri Lanka shall, subject to subsection (4), within a period of one month from that date, deliver to the Registrar for registration, the documents and particulars specified in subsection (1).
Where an overseas company has established a place of business within Sri Lanka before the appointed date, and has complied with the requirements of Part XIII of the
Companies Act, No. 17 of 1982 in relation to the delivery to the Registrar, of documents and particulars —
such company shall be deemed to have complied with subsection (3); and
the Registrar shall enter on the register of overseas companies, the documents and particulars delivered under Part XIII of the Companies Act, No. 17 of 1982, and issue a certificate of registration to such overseas company.
The Registrar may upon receipt of the documents referred to in subsections (1) or (3), as the case may be, register the company as a registered overseas company and enter its name in the register of overseas companies. A certificate of registration shall be issued to every registered overseas company, upon its registration.
The Registrar may extend the period of one month referred to in subsection (3), if it appears to him expedient to do so having regard to the circumstances of any particular case.
A company incorporated outside Sri Lanka shall not establish a place of business within Sri Lanka or be registered as an overseas company, where the business being carried on by that company does not conform to the stipulations made by or under the Exchange Control Act.
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