Revised Laws of Saint Lucia (2021)

161.   Dissolution for failure to account for business

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    (1)   Where a society fails to furnish a copy of the annual financial statements to its members at an annual or special meeting called for that purpose or within a period of 12 months after the close of its financial year, the Registrar—

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      (a)     may require the directors to call a special meeting of the society for the purpose of considering the business transacted during the preceding financial year and for the furnishing to the members and to the Registrar of a copy of the annual financial statement; and

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      (b)     shall, where he or she requires a special meeting to be called under paragraph (a), determine a time period within which the special meeting is to be called.

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    (2)   Where the directors fail to call a special meeting within the time period set out in subsection (1), the Registrar may call the special meeting—

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      (a)     to review the financial position of the society and the members' interests in the society; and

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      (b)     to ascertain whether the members desire to continue the business of the society and to comply with sections 124 and 126.

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    (3)   Where—

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      (a)     a quorum of members is not present at a special meeting called under subsection (2); or

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      (b)     the members fail to pass a resolution to the effect that the society is to carry on business and to comply with sections 124 and 126,

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    the Registrar may notify the directors that, unless sections 124 and 126 are complied with within one month from the date of the notice, the society will be struck off the register and dissolved.

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    (4)   Despite subsection (3), the Registrar may extend the period for compliance with sections 124 and 126.

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    (5)   Where a society does not comply with sections 124 and 126 within the period mentioned in subsection (3) or set by the Registrar under subsection (4) the Registrar may—

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      (a)     where he or she is satisfied that the society has no assets or liabilities, issue a certificate of dissolution in the prescribed form; or

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      (b)     appoint a liquidator to dissolve the society.