Revised Laws of Saint Lucia (2022)

85.   Provisional registration

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    (1)   A company incorporated under the laws of a jurisdiction outside Saint Lucia that is entitled to continue as an international business company under section 84 may, after complying with section 84(1)(a) and (1)(b), submit to the Registrar the following documents—

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      (a)     articles of continuation accompanied by a copy of its memorandum and articles, or their equivalent, written in the English language, or if written in a language other than the English language, accompanied by a certified translation; and

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      (b)     a written authorisation designating one or more persons who may give notice to the Registrar, by telex, telegram, cable or by registered mail, that the articles of continuation should become effective;

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      (c)     evidence satisfactory to the Registrar that the company is in good standing.

(Amended by Act 14 of 2002)

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    (2)   The Registrar shall not, prior to the receipt of the notice referred to in subsection (1), permit any person to inspect the documents referred to in subsection (1) and shall not divulge any information in respect thereof.

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    (3)   Upon receipt of the notice referred to in subsection (1) the Registrar shall if satisfied that the company meets the requirements for an international business company under Part 2—

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      (a)     register the documents referred to in subsection (1) in the Register; and

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      (b)     issue a certificate of continuation under his or her hand and seal certifying that the company is incorporated under this Act.

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    (4)   For purposes of subsection (3), the Registrar may rely on a notice referred to in subsection (1) sent, or purported to be sent, by a person named in the written authorisation.

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    (5)   Prior to the registration of the documents referred to in subsection (1), a company may rescind the written authorisation referred to in subsection (1) by delivering to the Registrar a written notice of rescission.

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    (6)   If the Registrar does not receive a notice referred to in subsection (1) from a person named in the written authorisation within one year immediately following the date on which the documents referred to in subsection (1) were submitted to the Registrar, the articles of continuation are rescinded.

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    (7)   A company entitled to submit to the Registrar the documents referred to in subsection (1) may authorise the Registrar to accept as resubmitted the documents referred to in that subsection, before or after the documents previously submitted referred to in subsection (1) have been rescinded.