Variable Capital Companies Act 2018 · 2020 Revised Edition · Part 6 · Management and Administration
72. Duty to provide information
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Section 173A of the Companies Act 1967 applies in relation to a VCC as it applies in relation to a company, subject to section 5 and the following modifications:
VCC
“VCC” or “variable capital company” means a body corporate incorporated as such under this Act;
a reference in section 173A of the Companies Act 1967 to a chief executive officer is to a manager of the VCC;
a reference in section 173A of the Companies Act 1967 to the register of chief executive officers in section 173(5) of that Act is to the register of managers;
a reference in section 173A(1) of the Companies Act 1967 to information required under section 173(5) of that Act is to information required under section 71(4);
the reference in section 173A(1)(d) of the Companies Act 1967 to section 154(1) of that Act is to section 58(1);
the reference in section 173A(1)(d) of the Companies Act 1967 to section 155A(1) of that Act is to section 60(1);
the reference in section 173A(1)(d) of the Companies Act 1967 to section 155D(1) of that Act is to section 61(2);
the reference in section 173A(1)(d) of the Companies Act 1967 to section 149 of that Act is to section 56;
the reference in section 173A(1)(d) of the Companies Act 1967 to section 149A of that Act is to section 57;
the reference in section 173A(1)(d) of the Companies Act 1967 to section 154(2) of that Act is to section 58(2).
Section 173B of the Companies Act 1967 applies to a director, a manager, a secretary and an auditor of a VCC as it applies to a director, a chief executive officer, a secretary and an auditor of a company, subject to section 5 and the following modifications:
director
“director” has the meaning given by section 4(1) of the Companies Act 1967;
section 173B(4) of the Companies Act 1967 does not apply to a manager;
a reference in section 173B of the Companies Act 1967 to a chief executive officer, the register of chief executive officers, and information referred to in section 173(5) of that Act, are to the manager, the register of managers and information mentioned in section 71(4), respectively.
If a VCC fails to comply with section 173A(1) of the Companies Act 1967 as applied by subsection (1), the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $5,000, and also to a default penalty.
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);
Subject to section 75(4), (5) and (6), a person who fails to comply with section 173B of the Companies Act 1967 as applied by subsection (2) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $5,000, and also to a default penalty.
default penalty
“default penalty” means a default penalty within the meaning of section 147;