Building Societies Act, 1989
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Registration of society as a company. |
106.—(1) As soon as may be but not sooner than one month after the registration pursuant to section 104 (5) and, where a petition is made to the Court under section 105 , the petition is finally determined, the building society shall deliver, to the registrar of companies— | |
(a) the following documents— | ||
(i) a copy of the conversion resolution under section 101 certified by the Central Bank as registered under section 104 , | ||
(ii) a copy of the scheme confirmed and registered by the Central Bank under section 104 , | ||
(iii) the Court order under section 105 , if any, | ||
(iv) the certificate of incorporation of the society as a building society, | ||
and | ||
(b) the memorandum and articles of association of the successor company and such other documents and fee as are required under the Companies Acts to register a company. | ||
(2) On receiving the documents listed in subsection (1) and on being satisfied that all the requirements of the Companies Acts in respect of registration of memorandum and articles and of matters precedent and incidental thereto have been complied with the registrar of companies shall retain and register the memorandum and articles and issue a certificate of incorporation for the company. | ||
(3) The certificate of incorporation as a company shall be sufficient evidence until the contrary is shown that the requirements of this section have been complied with and that the society was on the date shown in the certificate duly registered as a company under the Companies Acts. | ||
(4) On the date shown in the certificate of incorporation as a company the society shall cease to be incorporated under this Act and shall be a company incorporated under the Companies Acts and those Acts shall apply to it accordingly. | ||
(5) The registrar of companies shall forthwith publish as he considers appropriate notice of the registration of the society as a company. | ||
(6) On the registration of a society as a company— | ||
(a) all persons who are to be members of the company shall in accordance with the terms of the conversion scheme be members of the company; and | ||
(b) the shares, if any, in the capital of the company to which all such persons are entitled in accordance with the conversion scheme shall be deemed to be allotted to such persons. | ||
(7) Notwithstanding anything contained in section 58 or section 116 of the Companies Act, 1963 , no company into which a society has become converted pursuant to this Part shall be required within 5 years of the conversion date— | ||
(a) to show on the list required to be delivered to the registrar of companies by section 58 of the Companies Act, 1963 , or | ||
(b) to enter in the register of its members referred to in section 116 of the Companies Act, 1963 , | ||
the occupation of any person who immediately before the conversion date was a member of the society if the register of members of the society did not contain the occupation of that person. |