Variable Capital Companies Act 2018 · 2020 Revised Edition · Part 12 · Transfer of Registration
140. Duties of VCC with respect to issue of certificates
Feedback & supportWithin 60 days after the date of registration of a VCC, the VCC must complete and have ready for delivery appropriate certificates in respect of all persons registered as holders of existing shares or debentures (as the case may be) as at the date of registration.
date of registration
“date of registration”, in relation to a foreign corporate entity that has applied to be registered as a VCC, means the date of registration of the foreign corporate entity specified in the notice of transfer of registration;
Section 38(2) applies with the necessary modifications to the duty of the VCC under subsection (1).
VCC
“VCC” or “variable capital company” means a body corporate incorporated as such under this Act;
Upon the delivery of the certificates to the holders of existing shares or debentures under subsection (1), all prior certificates in respect of such shares or debentures cease to be operative and cease to have any validity for the purposes of this Act.
Any share warrant, stating that the bearer of the warrant is entitled to the shares specified in the warrant and enabling the shares to be transferred by delivery of the warrant, that had been issued by the foreign corporate entity before the date of registration of the VCC is void.
If any VCC on which a notice has been served requiring the VCC to make good any default in complying with this section fails to make good the default within 10 days after the service of the notice, the Court may, on the application of the person entitled to have the certificates or the debentures delivered to him or her, make an order directing the VCC and any officer of the VCC to make good the default within such time as is specified in the order.
An order under subsection (5) may provide that all costs of and incidental to the application are to be borne by the VCC or by any officer of the VCC in default in such proportions as the Court thinks fit.
officer
“officer”, in relation to a VCC or other corporation, includes —(a)any director or secretary of the corporation or a person employed in an executive capacity by the corporation;(b)a receiver and manager of any part of the undertaking of the corporation appointed under a power contained in any instrument; and(c)any liquidator of the corporation (being a VCC or company) appointed in a voluntary winding up,but does not include —(d)any receiver who is not also a manager;(e)any receiver and manager appointed by the Court;(f)any liquidator appointed by the Court or by the creditors; or(g)a judicial manager appointed by the Court under Part 8A of the Companies Act 1967 (if applicable);