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Back to Revised Laws of Saint Lucia (2023)

PART 6
EXEMPTION FROM PUBLIC DISCLOSURE OF FINANCIAL STATEMENT

11. In this Part “disclosing company” means a company referred to in section 150 of the Act.

12. Disclosure of information may be detrimental to a disclosing company within the meaning of section 150 of the Act, in addition to any other reason, where the disclosing company would be at a disadvantage—

(a) in its dealings with suppliers, customers or others; or

(b) because it deals in only one line of products or services; and—
1. (i) its competitors are not required to make similar disclosure, or
1. (ii) its competitors deal in several lines of products or services and disclose information in a form that prevents identification of financial information in respect of any particular product or service.

13.

(1) The Registrar may, on such reasonable conditions as he or she thinks fit, exempt a disclosing company from the application of section 154(1) of the Act if—
1. (a) the disclosing company is a subsidiary of a holding body corporate incorporated—
1. (i) under the laws of Saint Lucia,
1. (ii) outside of Saint Lucia and the business of the disclosing company is not economically significant in Saint Lucia having regard to its products or services or its share of any market;
1. (b) it sends to the Registrar for public disclosure a summary of its financial statements that are the subject of the application showing the amounts set out therein with respect to—
  1. (i) current assets,
  1. (ii) fixed assets,
  1. (iii) other assets,
  1. (iv) total assets,
  1. (v) current liabilities,
  1. (vi) long term liabilities,
  1. (vii) total liabilities,
  1. (viii) shareholders' equity,
  1. (ix) investments in affiliated bodies corporate,
  1. (x) loans and advances from affiliated bodies corporate, and
  1. (xi) percentage of change of gross revenue from the immediately preceding financial period; and
1. (c) it sends to the Registrar for public disclosure consolidated financial statements for all of its affiliates that carry on business in Saint Lucia.

(2) The Registrar may, on such reasonable conditions as he or she thinks fit, exempt a disclosing company from the application of section 154(1) of the Act when the company is affiliated with another body corporate by reason only that some or all of its shares are held by another person—
1. (a) in trust; or
1. (b) subject to an agreement or arrangement under which, upon the fulfilment of a condition or the happening of an event that it is reasonable to expect will be fulfilled or will happen, the affiliation with the other body corporate will terminate.

(3) The Registrar, may on such conditions as he or she thinks fit, exempt a disclosing company from the application of section 154(1) of the Act where the company (hereinafter referred to as the “controlled company”) would be affiliated with another body corporate by reason of being controlled by the other body corporate or by reason of both bodies corporate being controlled by the same person (which body corporate or person so controlling the controlled company is hereinafter referred to as the “controller”); and
1. (a) the controlled company is a party to an agreement or arrangement under which, upon the fulfilment of a condition or the happening of an event that it is reasonable to expect will be fulfilled or will happen, the controlled company will—
  1. (i) cease to be controlled by the controller, and
  1. (ii) become controlled by a person with whom the controller deals at arms length; and
1. (b) the principal reason for the control of the controlled company by the controller is to secure the interest of the controller in respect of—
  1. (i) any loan made by the controller, the whole or part of which is outstanding, or
  1. (ii) any shares issued by the controlled company that are held by the controller and that are, under the agreement or arrangement, to be redeemed by the controlled company or purchased by a person referred to in paragraph (a)(ii).