Clause 31

by deleting subsection (1) and substituting the following subsections:“(1) A person shall not be named as a director or proposed director in —

any document filed or lodged with or submitted to the Registrar for the purposes of the incorporation of a company; or

the register of directors, managers and secretaries of a company,unless, before —

the incorporation of the company; or

the filing of any return in the prescribed form containing the particulars required to be specified in the register of directors, managers and secretaries, as the case may be, the person has complied with the conditions set out in subsection (1A).(1A) The conditions to be complied with by a person referred to in subsection (1) are the following:

he has, by himself or through an advocate and solicitor, accountant or a prescribed person authorised by him, filed with the Registrar —

a declaration that he has consented to act as a director; and (ii)a statement in the prescribed form that he is not disqualified from acting as a director under this Act; and

he has, by himself or through an advocate and solicitor, accountant or a prescribed person authorised by him —

filed with the Registrar a declaration that he has agreed to take a number of shares of the company that is not less than his qualification, if any;

filed with the Registrar an undertaking that he will take from the company and pay for his qualification shares, if any; (iii)filed with the Registrar a declaration that a specified number of shares, not less than his qualification, if any, has been registered in his name; or

in the case of a company formed or intended to be formed by way of reconstruction of another corporation or group of corporations or to acquire the shares in another corporation or group of corporations, filed with the Registrar a declaration that —

he was a shareholder in that other corporation or in one or more of the corporations of that group; and (B)as a shareholder he will be entitled to receive and have registered in his name a number of shares not less than his qualification, by virtue of the terms of an agreement relating to the reconstruction.”; and

by deleting the words “signed and lodged an undertaking” in subsection (2) and substituting the words “undertaken to the Registrar under subsection (1A)(b)(ii)”.