Company Law

Prepared by Rohan Wickremasinghe AIB (SL), Dip Mgt, MIM (SL), MI!D (SL), MBA (S"#$DL), Dip B (BP#SL)
(%ind co&rtesy, Sri Lanka' Its company (a), stock e*change, company secretaria(
practice, +irst edition, by , M -ernando, Printed by Aitken Spence Printing (P.t) Ltd
and the /ompanies Act 0o 12 o+ 1345)
/ompany La)
Re+erence
$, M -ernando $ Sri Lanka' its company (a), stock e*change, company secretaria(
practice 1336
$!he /ompanies Act 0o 12 o+ 1345
/ompany La) o+ Sri Lanka
!he /ompany La) o+ Sri Lanka is contained in the'
(1) /ompanies Act 0o 12 o+ 1345, hereina+ter re+erred to as the Act7 as amended by the
/ompanies (Amendment) Act 0o 88 o+ 1331,
(5) /ase (a) and 9&dicia( decisions

!he Basic princip(es o+ company (a)
1 !he concept o+ separate (ega( persona(ity
5 Limited (iabi(ity
1 Separate (ega( persona(ity
1When a certi+icate o+ incorporation is iss&ed to a company by the Registrar o+
/ompanies, on the date o+ the certi+icate the company comes in to e*istence as a
separate (ega( person distinct +rom its member ie !he shareho(ders )ho o)n it and the
directors )ho manger and directs it
5 It has the capacity to act, contract beha.e as i+ it )ere a (i.e person
8 A company can there+ore o)n money and property engage emp(oyees, borro)
and o)e money and enter into contracts (ike an indi.id&a( It can s&e and be s&ed (ike an
indi.id&a(
: !he company7s assets and (iabi(ities be(ong to the company and not to its
shareho(ders nor its directors
6 Its e*istence is not a++ected by changes in membership A company has
perpet&a( s&ccession !his concept o+ a company as a person separate +rom those )ho
compose and direct it, is the +&ndamenta( princip(e o+ company (a) and disting&ishes
companies +rom so(e traders and partnerships
Sa(oman . Sa(oman /o Ltd (1432)
!his princip(e )as app(ied in Sa(oman . Sa(oman /o Ltd (1432) S )as a boot
man&+act&rer ,e +ormed a company, the members being himse(+ his )i+e and chi(dren,
and so(d his boot man&+actory to the company in consideration +or shares and
debent&res (sec&red on the assets) ,is )i+e and chi(dren )ere gi.en one share each
and himse(+ the ba(ance shares and a(( o+ the debent&res S&bse;&ent(y the company
became inso(.ent, on )inding &p the assets o+ the company )ere s&++icient on(y to pay
the debent&res and not the other creditors to the company ,e(d the company )as a
separate (ega( entity distinct +rom the members )ho compose it, and the debent&res
)ere .a(id and m&st be sett(ed be+ore the trade creditors
Maca&ra . 0orthern Ass&rance (1356)
In Maca&ra . 0orthern Ass&rance (1356), )here M so(d his estate to a company +ormed
by him and did not trans+er the ins&rance po(icy o+ the estate )hich )as in his name to
the company S&bse;&ent(y the estate )as destroyed by +ire,e(d M co&(d not reco.er
&nder the po(icy e.en tho&gh he )as the ma9oring share ho(der o+ the company as the
estate )as o)ned by a separate (ega( person (the company) !here is no ins&rab(e
interest bet)een M and the company property
!rade <*change (/ey(on) Ltd . Asian ,ote(s /orporation (1341)
In !rade <*change (/ey(on) Ltd . Asian ,ote(s /orporation (1341) the s&preme co&rt
he(d that the company and its members )ere distinct entities and that the company
co&(d not become an agent o+ the "o.ernment a(tho&gh a(most a(( the shares (36=)
)ere he(d by a go.ernment corporation
!h&s genera((y the co&rts )o&(d not (ook behind the .ei( o+ incorporation as to the
members o+ the company ,o)e.er the .ei( co&(d be (i+ted in certain circ&mstances eg
)here the company has acted as the agent o+ the contro((ing member or members
5 Limited (iabi(ity
A members7 (iabi(ity is on(y to pay +&((y +or the shares a((otted to him )ith a (imited (iab(e
company A member o+ the company is not (iab(e +or the debts o+ the company e.en i+
the assets o+ the company is not s&++icient to pay the debts
/(assi+ication o+ companies
A registered company may be'
(A) A P&b(ic /ompany
(B) A Pri.ate /ompany $ It m&st contain the restrictions set o&t in section 8> o+ the
/ompanies Act in its Artic(es o+ Association ie
(i) restricts the right to trans+er its shares
(ii) (imits the n&mber o+ members to 6> e*c(&ding emp(oyees and past emp(oyees
)ho contin&es to be members
(iii) prohibits any in.itation to the p&b(ic to s&bscribe +or shares or debent&res o+
the company
(/) A Peop(e7s /ompany $ Which m&st con+orm to the re;&irements o+ section 581$5:>
o+ the /ompanies Act !he nomina( .a(&e o+ a share in s&ch a company cannot e*ceed
ten r&pees and no person is a((o)ed to ho(d more than ten per cent o+ the iss&ed share
capita(
(D) A "&arantee company $ It is a company g&aranteed by an amo&nt in p(ace o+
shares?share capita(
!he /ompanies Act re;&ires a minim&m o+ @Section 5(1)A'
$ 2 members +or a P&b(ic company
(minim&m 2 members &p to an &n(imited n&mber o+ members a((o)ed)
$ 5 members +or a Pri.ate company
(minim&m 5 members &p to a ma*im&m 6> members a((o)ed)
$ 6> members +or a Peop(es company
(minim&m 6> members &p to an &n(imited n&mber o+ members a((o)ed)
$ 2 members +or a "&arantee company
(minim&m 2 members &p to an &n(imited n&mber o+ members a((o)ed)

!he red&ction o+ membership be(o) the stat&tory minim&m has t)o
conse;&ences'
(a) I+ the company carries on b&siness +or more than B months )ith the n&mbers so
red&ced, e.ery person )ho is a member a+ter s&ch B months, and is a)are o+ the +act, is
se.era((y (iab(e +or the )ho(e debts o+ the company contracted a+ter s&ch B months $
Section 88 (ie a member co&(d be s&ed persona((y to reco.er the debt)
(b) !he company may be )o&nd &p by co&rt $ Section 566, /ompanies Act
A registered company may be
(A) Limited by Shares$In )hich case the (iabi(ity o+ a member to contrib&te to the
company7s assets is (imited to the amo&nts remaining &npaid on his shares or share
capita( +or )hich contrib&ted
(S&ch companies m&st ha.e a share capita()
(B) Limited by "&arantee$Where the (iabi(ity o+ a member is (imited to the amo&nt he has
&ndertaken to contrib&te i+ the company is being )o&nd &p
(S&ch companies may or may not ha.e a share capita()
(/) #n(imited company$Where the members7 (iabi(ity is &n(imited
(S&ch companies may or may not ha.e a share capita()
(D) Peop(e7s company$S&b9ect to the pro.isions o+ Part CII o+ the /ompanies Act, the
pro.isions in the Act app(icab(e to P&b(ic companies app(y to peop(es companies
/ompanies (imited by shares m&st ha.e a share capita( /ompany7s (imited by
g&arantee and &n(imited companies may or may not ha.e a share capita(
/ompany +ormed by promoters
A company is not bo&nd by any contracts entered into by the promoters (ie persons
in.o(.ed in the +ormation o+ the company) o+ the company on its beha(+ be+ore it is
incorporated <.en a+ter incorporation the company cannot s&e the other party or the
other party s&e the company on s&ch contracts !he promoters )i(( be persona((y (iab(e
on s&ch contracts
-or a company to be incorporated the +o((o)ing doc&ments are
re;&ired to be de(i.ered to the Registrar o+ /ompanies'
(A) Memorand&m o+ Association
(B) Artic(es o+ Association
(/) A stat&tory dec(aration that a(( the re;&irements o+ the /ompanies Act in regard to
registration ha.e been comp(ied $-orm 6
(D) 0otice o+ the intended p(ace o+ the company7s registered o++ice $ -orm 8B A
(<) /onsent to act as +irst director?directors or secretary?secretaries $-orm :B D -ee
(-) A (ist o+ persons )ho ha.e consented to be directors -orm :2
MEMORANDUM OF ASSOCIATION
!he +o((o)ing m&st be stated in the Memorand&m o+ Association o+ a company $ Section
8, o+ the /ompanies Act
(1) Name of the company
!he (ast )ords o+ the name o+ a company sha(( be
$ -or p&b(ic companies' ELimited7
$ -or pri.ate companies' E(Pri.ate) Limited7
$ /ompanies (imited by g&arantee' E("&arantee) Limited7
$ Peop(e7s companies' E(Peop(e7s) Limited7
Registration o+ a name )i(( not be permitted i+'
(a) I+ the name is .ery m&ch (ike that o+ a person or +irm carrying on a simi(ar b&siness
as to be ca(c&(ated to decei.e !he (atter may obtain an in9&nction restraining the
registration or pre.enting the company +rom &sing the name $ Section 13 (1), o+ the
/ompanies Act
$In /ey(on Ins&rance /o Ltd . #nited /ey(on Ins&rance /o Ltd, (13:2) :4 0LR :62
!he p(ainti++ )as &nab(e to obtain and in9&nction as it )as he(d that the )ords E/ey(on7
and EIns&rance7 cannot be made a monopo(y o+ a sing(e company, and the )ord $#nited$
s&++icient(y disting&ished the t)o companies
(b) /ertain )ords s&ch as President, M&nicipa(, Incorporated, /ooperati.e, Society,
0ationa(, State or Sri Lanka cannot be &sed in the name o+ a company &n(ess consent
has been obtained +orm the Minister !he Registrar can ob9ect i+ the name s&ggests or is
ca(c&(ated to s&ggest the patronage o+ the President or connection )ith the "o.ernment
or any department there o+ or any M&nicipa( A&thority, Loca( a&thority, Society or Body
incorporated by an Act o+ Par(iament $ section 13(5), o+ the /ompanies Act
(2) Re!"te#e$ off!ce c%a&"e
!his gi.es the district in )hich the registered o++ice is to be sit&ated
(') O()ect c%a&"e
!he ob9ect c(a&se in a memorand&m o+ a company m&st make distinction among the
primary ob9ects, anci((ary po)ers and other ob9ects See section :, o+ the /ompanies
Act
A company co&(d carry o&t on(y the ob9ects speci+ied in the Memorand&m o+ Association,
and anything incidenta( to it I+ the company acts beyond the po)ers gi.en by the
Memorand&m it is &(tra .ires and .oid
Ashb&ry Rai()ay /arriage /o Ltd . Riche (1426)
In Ashb&ry Rai()ay /arriage /o Ltd . Riche (1426), a company )as +ormed to make,
se(( or (end on hire rai()ay carriages and )agons !he directors contracted to p&rchase
a concession +or making a rai()ay track in Be(gi&m ,e(d the contract )as &(tra .ires and
hence .oid and not e.en the assent o+ a(( the share ho(ders co&(d rati+y it
A company can charge its ob9ects set o&t in the memorand&m by specia( reso(&tion i+ it
)ishes to make something &(tra .ires into intra .ires !he ob9ects c(a&se co&(d be a(tered
+or the p&rposes speci+ied in section 2, o+ the /ompanies Act
(*) L!m!te$ %!a(!%!ty c%a&"e
I+ the company is a (imited company (imited by shares or by g&arantee this c(a&se sho&(d
mention that the (iabi(ity o+ its members is (imited
(+) Sha#e cap!ta% c%a&"e
!he nomina( or a&thorised capita( m&st be stated )ith its di.ision into shares o+ a +i*ed
amo&nt, in the case o+ a (imited company )ith a share capita( <g 0omina( or a&thorised
capita( o+ Rs 6>>,>>> di.ided into 6>,>>> share o+ Rs 1> ?$ each
(A) Association c(a&se
Where the s&bscribers to the memorand&m agreed to &ndertake the n&mber o+ shares in
the company as set opposite their respecti.e names <ach s&bscriber m&st take at (east
one share $ Section 8 (:) (b), o+ the /ompanies Act
(B) S&bscription c(a&se
!he names, addresses and descriptions o+ the s&bscribers and the n&mber o+ shares
taken by each o+ them <ach s&bscriber m&st )rite opposite his name the n&mber o+
shares he takes And m&st sign in the presence o+ a notary and a++i*ed his sea( $ Section
6, o+ the /ompanies Act
!he -o((o)ing a(terations o+ the Memorand&m are permitted
(1) to change the ob9ects $ Section 2, o+ the /ompanies Act
(5) to change the name )ith the appro.a( o+ the Registrar o+ /ompanies $ Section 5>, o+
the /ompanies Act
(8) to create reser.e (iabi(ity &nder section B1, o+ the /ompanies Act by determining that
a proportion o+ share capita( )hich has a(ready not been ca((ed &p, sha(( not be capab(e
o+ being ca((ed &p &nti( the company is )o&nd &p
(:) I+ a&thorised by the artic(es to increase, conso(idate, s&bdi.ide, cance( or other)ise
a(ter the share capita( $ Section B5, o+ the /ompanies Act
(6) red&ce the share capita(, s&b9ect to con+irmation by the co&nt $ Section B2, o+ the
/ompanies Act
(B) Make the directors7 (iabi(ity &n(imited $ Section 13B, 132, o+ the /ompanies Act
An ordinary reso(&tion s&++ices to e++ect the changes in (:) A specia( reso(&tion is
re;&ired in a(( other casesAn a(teration that increases the (iabi(ity o+ members is not
binding &n(ess they agree in )riting $ Section 5:, o+ the /ompanies Act Fther c(a&ses
inc(&ded in the memorand&m may be a(tered by any method set o&t in those c(a&ses
ARTICLES OF ASSOCIATION
1!hese are r&(es +or interna( Management o+ the company !hey go.ern the interna(
management )hi(e the memorand&m is the charter de+ining its constit&tion
5 !he Artic(es de+ine the #!ht" of mem(e#", the $&t!e" of $!#ecto#" an$ the
mo$e an$ fo#m !n wh!ch the (&"!ne"" !" to (e ca##!e$ on-
8 It dea(s )ith the' i""&e of "ha#e", t#an"fe# of "ha#e", a%te#at!on of cap!ta%,
(o##ow!n powe#", ene#a% meet!n", .ot!n #!ht", w!n$!n &p, /&o#&m
etc--
: Artic(es m&st be registered )ith the memorand&m and signed by the s&bscribers to
the memorand&m in the presence o+ a 0otary P&b(ic )ho sho&(d attest the signat&res
and a++i* his sea( $ Section 11, o+ the /ompanies Act
6 !he +orm o+ Artic(es o+ the di++erent types o+ companies are gi.en in the +irst sched&(e
o+ the Act Part I o+ !ab(e A in the Act app(ies to p&b(ic companies and Part II to pri.ate
companies
0- If the#e !" conf%!ct (etween Memo#an$&m an$ A#t!c%e" the Memo#an$&m p#e.a!%"-
A#t!c%e" co&%$ (e a%te#e$ (y "pec!a% #e"o%&t!on 1 Sect!on 12, of the Compan!e" Act-
2- 3hen the Memo#an$&m an$ A#t!c%e" a#e #e!"te#e$ they (!n$ the company an$ the
mem(e#" a" !f they ha$ (een "!ne$ (y each mem(e# 1 Sect!on 22 (1), of the
Compan!e" Act-
4 Since Memorand&m and Artic(es are p&b(ic doc&ments the contents in them are
pres&med to be kno)n to the persons dea(ing )ith the company I+ a company person
enters into a contract )hich is beyond the po)ers o+ the company as set o&t in the
memorand&m or beyond those )hich ha.e been de(egated to the directors by the
artic(es he ac;&ires no rights against the company
3 ,o)e.er i+ a person has satis+ied himse(+ that a proposed dea(ing is not inconsistent
)ith the memorand&m and artic(es, he is not bo&nd to make +&rther en;&iries as to its
reg&(arity
!h&s !&r;&and7s R&(e
Roya% 4#!t!"h 4an5 . T&#/&an$ (16+0)-
In that case the artic(es o+ a company re;&ired the sanction o+ an ordinary reso(&tion
be+ore borro)ing po)ers co&(d be e*ercised A bond signa( by t)o directors )as iss&ed
)itho&t the sanction o+ an ordinary reso(&tion ,e(d $ the (enders )ere entit(ed to ass&me
that the borro)ing )as a&thorised and the bond )as binding
1> !h&s !&r;&and7s R&(e on(y app(ies )here the transaction is )ithin the po)ers o+ the
company And )ithin the apparent a&thority o+ the directors or other agents
concerned
11 !he r&(e does not app(y )here,
(a) the transaction re;&ires an e*traordinary or specia( reso(&tion
(b) the transaction is o+ so &n&s&a( or s&spicio&s nat&re that the party concerned
sho&(d ha.e en;&ired as to its reg&(arity
(c) the transaction is kno)n to be irreg&(ar by the other party
(e) the memorand&m and artic(es are not re+erred to and hence re(iance on them
is not act&a((y made
(+) re(iance is made &pon a +orged doc&ment (+orgery is n&((ity)
S7ARES
(1) Frdinary shares
Frdinary shares &s&a((y +orm the b&(k or the )ho(e o+ the capita( o+ a company!he
ordinary shares are entit(ed together )ith any de+erred shares to the )ho(e o+ the
di.idend a.ai(ab(e +or distrib&tion a+ter payment o+ the pre+erence share di.idend
(&n(ess pre+erence shares ha.e participating rights), and to the ba(ance o+ the assets in
a )inding &p a+ter ret&rn o+ capita(
Frdinary share capita( together )ith any de+erred capita( is o+ten termed e;&ity capita(
!he &(timate contro( o+ a company &s&a((y rests )ith the e;&ity capita( as the .oting
po)er o+ pre+erence shareho(ders are restricted <;&ity capita( is the risk bearing capita(
(5) De+erred shares?-o&nder7s shares?Management shares
De+erred, -o&nders7 or Management shares &s&a((y +orm on(y a sma(( proportion o+ the
capita( o+ a company !hey genera((y ha.e the right to the )ho(e or a part o+ the pro+its
a+ter a +i*ed di.idend on the ordinary share and a(so )hen di.idend on pre+erence
shares is paid !he rights attaching to the de+erred shares is determined by the
memorand&m artic(es or terms o+ iss&e
(8) Pre+erence shares
!o ascertain the rights o+ the pre+erence shareho(ders re+erence m&st be made to the
memorand&m or artic(es or terms o+ iss&e !he +o((o)ing r&(es app(y &n(ess there is
pro.ision to the contrary
(1) Pre+erence shareho(ders are entit(ed to a +i*ed di.idend prior to any payment
on other shares
(5) It is a c&m&(ati.e di.idend, ie di.idends o+ pre.io&s years in arrears are
payab(e be+ore payment o+ di.idend on other shares &n(ess pre+erence di.idends are
dec(ared Enonc&m&(ati.e7, ie arrears are not carried +or)ard
(8) Pre+erence shares may be Eparticipating7, ie, a+ter a +i*ed di.idend is paid on
the pre+erence and ordinary shares, the pre+erence capita( is entit(ed to share in the
ba(ance pro+its
(:) Coting right o+ the pre+erence shareho(ders may be e*ercisab(e on(y )hen
(a) their di.idend is in arrears, or
(b) modi+ication o+ the c(ass rights is being reso(.ed &pon, or
(c) a )inding &p reso(&tion is proposed
RESOLUTIONS
(1) Frdinary reso(&tion
It is a reso(&tion passed by a simp(e ma9ority o+ those )ho .ote at a genera( meeting o+
)hich 1: days notice in the case o+ a p&b(ic company and 1> days notice in the case o+
a pri.ate company is gi.en A(( b&siness co&(d be carried o&t by ordinary reso(&tion
&n(ess the /ompanies Act or the company7s artic(es re;&ire some other +rom o+
reso(&tion
(5) <*traordinary reso(&tion
An e*traordinary reso(&tion is one passed by a ma9ority o+ not (ess than three $ +orths
(8?:) o+ members .oting either in person or )here a((o)ed by pro*y by an a&thorised
representati.e at a genera( meeting o+ )hich notice speci+ying the intention to propose
s&ch reso(&tion as an e*traordinary reso(&tion has been d&(y gi.en $ section 182 (1),
/ompanies Act !he same period o+ notice as +or an ordinary reso(&tion is re;&ired +or a
p&b(ic or pri.ate company !hat is 1: days notice in the case o+ a p&b(ic company and
1> days notice in the case o+ a pri.ate company sho&(d be gi.en
(8) Specia( reso(&tion
A specia( reso(&tion is a reso(&tion passed by not (ess than three +o&rths (8?:) members
at a genera( meeting o+ )hich not (ess than 51 days notice in the case o+ a p&b(ic
company or 1: days notice in the case o+ a pri.ate company speci+ying the intention to
pass the reso(&tion as a specia( reso(&tion has been d&(y gi.en ,o)e.er, a(( those
entit(ed to attend and .ote may agree to a shorter notice i+'
(1) members ho(ding not (ess that 36 = o+ the nomina( .a(&e o+ the share or
(5) in the case o+ a company )hich does not ha.e a share capita( not (ess than
36 = o+ the tota( .oting rights, at that meeting o+ a(( the members,
agree to a period o+ notice (ess that 51 days or 1: days as the case may be $ section
182, /ompanies Act
8ENERAL MEETIN8S
A(( genera( meetings o+ the company other than the stat&tory meeting and the ann&a(
genera( meeting are ca((ed e*traordinary genera( meetings!he management o+ a
company is entr&sted to directors !hey are in a +id&ciary position to)ards the company
ie they ha.e been p(aced in a specia( position o+ tr&st and are &nder a specia( d&ty to
act in the best interests o+ the company !he terms and conditions &nder )hich directors
ho(d o++ice are &s&a((y set o&t in the company7s artic(es o+ association ,o)e.er section
146 o+ the /ompanies Act gi.es the share ho(ders the right to remo.e a director +rom
o++ice by passing a reso(&tion to that e++ect, irrespecti.e o+ anything to the contrary in the
memorand&m and artic(es -&rther section 51> and 511 o+ the /ompanies Act gi.es
shareho(ders the po)er to go to the District co&rt +or re(ie+ i+ the a++airs o+ the company
are being mismanaged or cond&cted in a manner that is oppressi.e to a member or
members o+ the company Fn s&ch an app(ication the District co&rt co&(d order +or the
a(teration o+ the memorand&m or the artic(es
3INDIN8 U9 (D!""o%&t!on) (9a#t I: of Compan!e" Act No 12 1;62 )
!he )inding &p ie disso(&tion o+ a company may be done'
(1) <o%&nta#!%y
In a members7 or creditors7 .o(&ntary )inding &p, disso(&tion occ&rs a&tomatica((y 8
months a+ter the (i;&idator has +i(ed his +ina( acco&nt and the ret&rn o+ the ho(ding o+ the
+ina( meeting
(2) 4y o#$e# of co&#t
Amon the "!t&at!on" !n wh!ch the co&#t can o#$e# w!n$!n &p a#e= (1) )here the
company cannot pay its debts, or (5) )here it has +ai(ed to comp(y )ith certain stat&tory
re;&irements go.erning the +ormation o+ companies or (8) )here the co&rt thinks that it
is 9&st and e;&itab(e to )ind &p the company
In comp&(sory )inding &p, disso(&tion takes e++ect on the making o+ the disso(&tion order
(') <o%&nta#!%y &n$e# the "&pe#.!"!on of co&#t
A petition to )ind &p the company can be presented to co&rt by either the company or a
contrib&tory (person (iab(e to contrib&te to the assets o+ the company in the e.ent o+ its
being )o&nd &p eg A shareho(der or a creditor)
In s&per.ision )inding &p disso(&tion takes e++ect on the making o+ the disso(&tion order
DISSOLUTION 9ROCEDURE
#nti( the company is disso(.ed its corporate state contin&es !he po)ers o+ the directors
ho)e.er, cease as soon as the )inding &p commences
(1) Off!c!a% Rece!.e#= At the commencement o+ )inding &p an o++icia( recei.er
is appointed to recei.e debts d&e to the company and report on its +inancia( state
(2) L!/&!$ato#= !herea+ter the co&rt appoints a (i;&idator !he (i;&idator takes
possession o+ the company7s assets ,e co((ects the assets, pays the costs o+ the
)inding &p and creditors, sett(ing +irst the pre+erentia( creditors, eg emp(oyee )ages and
then the sec&red creditors be+ore the &nsec&red creditors and distrib&tes any s&rp(&s
amongst the members according to their rights as de+ined in the memorand&m and
artic(es !he (i;&idator genera((y manage the b&siness o+ the company &nti( the )inding
&p is comp(ete !he (i;&idator m&st reg&(ar(y +&rnish acco&nts to the registrar o+ the
companies0o one is entit(ed to trans+er shares or disperse o+ company property a+ter
)inding &p proceedings ha.e beg&n and any s&ch transaction )i(( be .oid
"...It is time for us to ask what we...should do for our country and not....
what the country could do for us..."
- John F. Kennedy
All great visions can be traced to humble beginnings. Where the whispers of a dream
reverberates persistently until its voice no longer go unheeded. Coupled with the courage
believing in making a difference the dream eventually given life, will take flight and soar to great
heights under the nourishment of sheer faith and hard work
!nonymous
Rohan Wickremasinghe
# 191, Veluwana Place, Colombo 09-00900, Sri Lanka.
Tel: Off: (irec!" 0#$-%%&1#', 0#$-%%($#1
)obile: 0###-%$'9((
*a+: (Sri Lanka" 0#$-%%($#1
*a+: (,S-" ('19" #10 $(99
.-)ail: ro/an.wick0lanka.ccom.lk