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LAWS OF TRINIDAD AND TOBAGO
MINISTRY OF THE ATTORNEY GENERAL AND LEGAL AFFAIRS www.legalaffairs.gov.tt
COMPANIES ACT
CHAPTER 81:01
Act
35 of 1995
Amended by
5 of 1997
6 of 1999
*12 of 2003
2 of 2012
2 of 2013
2 of 2015
7 of 2016
*See Note on page 2
Current Authorised Pages
Pages Authorised
(inclusive) by L.R.O.
1–38 ..
39–92 ..
93–202 ..
203–266 ..
267–290 ..
291–444 ..
445–524 ..
525–534 ..
535–538 ..
539–586 ..
587–588 ..
589–590 ..
591–627 ..
UNOFFICIAL VERSION L.R.O.
UPDATED TO 31ST DECEMBER 2016
LAWS OF TRINIDAD AND TOBAGO
MINISTRY OF THE ATTORNEY GENERAL AND LEGAL AFFAIRS www.legalaffairs.gov.tt
2 Chap. 81:01 Companies
Index of Subsidiary Legislation
Page
Companies Regulations (LN 69/1997) … … … 507
(N.B.: See Note on page 3 on First, Second and Third Schedules to the Act with respect to
other Subsidiary Legislation).
Note on Legal Notices Nos. 59 and 78 of 1999
See LNs 59 and 78/1999 re the Act before its revision.
Note on Act No. 12 of 2003
Sections 2, 3 and 4 of the Companies (Former-Act Companies) (Validation) Act, 2003
(Act No. 12 of 2003) provides as follows:
2. In this Act—
“Act” means the Companies Act, 1995;
“certificate of continuance” has the meaning assigned to it in Part V, Division 3 of the Act;
“former-Act company” has the meaning assigned to it in section 4 of the Act.
3. (1) Any act done or omitted to be done by a former-Act company which applied for
a certificate of continuance between the 14th day of August, 2000 and the 1st day of June,
2001, shall be valid and lawful to the extent that it would have been had the former-Act
company applied for a certificate of continuance before the 15th day of August, 2000.
(2) For the avoidance of doubt and subject to subsection (3), any act or thing done or
omitted to be done by a former-Act company which applied for a certificate of continuance
between the 14th day of August, 2000 and the 1st day of June, 2001, shall not be called into
question merely because the former-Act company applied for the certificate of continuance
between the 14th day of August, 2000 and the 1st day of June, 2001 and section 346 of the
Act shall not be invoked against the former-Act company.
(3) Subsection (2) shall not apply to proceedings which have already been concluded.
4. This Act binds the State.
UNOFFICIAL VERSION
UPDATED TO 31ST DECEMBER 2016
LAWS OF TRINIDAD AND TOBAGO
MINISTRY OF THE ATTORNEY GENERAL AND LEGAL AFFAIRS www.legalaffairs.gov.tt
Companies Chap. 81:01 3
Note on section 340 of the Act
Section 340 of the Act states that every former-Act company shall within two years after the
commencement date of the Act (i.e., 15th April 1997) apply to the Registrar for a Certificate
of Continuance.
For the extension of the deadline date for application to the Registrar for a Certificate of
Continuance see the 2004 Edition of The Consolidated Index of Acts and Subsidiary
Legislation for references to the relevant Legal Notices.
Note on the First, Second
and Third Schedules to theAct
Section 464(2) of the Act ordains that the Rules contained in the Eleventh, Twelfth and
Thirteenth Schedules of the Companies Ordinance [Ch. 31. No. 11.(1950 Edition)] shall,
notwithstanding the repeal of this Ordinance, continue to have effect with such modification
and adaptation as are required to make them conform to the Act.
(N.B.: The Eleventh Schedule deals with the “Rules of Procedure on Applications under the
Act” and is incorporated in the Act as the FIRST SCHEDULE.
The Twelfth Schedule deals with “Rules with respect to the Winding Up of Companies” and
is incorporated in the Act as the SECOND SCHEDULE.
The Thirteenth Schedule deals with “Rules in regards to Certified Copies, etc., required
under the Act and as to General Forms” and is incorporated in the Act as the THIRD
SCHEDULE).
UNOFFICIAL VERSION L.R.O.
UPDATED TO 31ST DECEMBER 2016
LAWS OF TRINIDAD AND TOBAGO
MINISTRY OF THE ATTORNEY GENERAL AND LEGAL AFFAIRS www.legalaffairs.gov.tt
4 Chap. 81:01 Companies
CHAPTER 81:01
COMPANIES ACT
ARRANGEMENT OF SECTIONS
SECTION
PART I
PRELIMINARY
1. Short title.
2. Commencement.
3. Prohibited associations.
PART II
CONSTRUCTION AND INTERPRETATION OF ACT
4. Interpretation.
CORPORATE RELATIONSHIPS
5. Affiliated corporations.
PUBLIC DISTRIBUTION OF CORPORATE SECURITIES
6. Distribution to the public.
7. (Repealed by Act No. 5 of 1997).
PART III
FORMATION AND OPERATION OF COMPANIES
DIVISION 1—INCORPORATION OF COMPANIES
8. Incorporation.
9. Formalities.
10. Required votes.
11. Documentation.
CERTIFICATE OF INCORPORATION
12. Certificate of incorporation.
13. Effective date.
UNOFFICIAL VERSION
UPDATED TO 31ST DECEMBER 2016
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