Revised Laws of Saint Lucia (2021)

62.   Conversion of society into company

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    (1)   A society may, by special resolution, determine to convert itself into a company under the provisions of the Commercial Code relating to companies, or to amalgamate with or transfer its engagements to any such company.

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    (2)   If a special resolution for converting a society into a company contains the particulars required by the provisions of the Commercial Code relating to companies to be contained in the memorandum of association of a company, and a copy thereof has been registered with the Registrar, a copy of that resolution under the hand of the Registrar shall have the same effect as a memorandum of association duly signed and attested under the said Act.

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    (3)   If a society is registered as, or amalgamates with, or transfers all its engagements to, a company, the registration of the society under this Act shall thereupon become void, and shall be cancelled by the Registrar; but the registration of a society as a company shall not affect any right or claim subsisting against that society, or any penalty incurred by that society; and for the purpose of enforcing any such right, claim, or penalty, the society may be sued and proceeded against in the same manner as if it had not become registered as a company; and every such right or claim, or the liability to any such penalty, shall have priority, as against the property of the company, over all other rights or claims against or liabilities of the company.