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Comparative
table illustrating effect of Companies Amendment Bill, 2006
March 31, 2006
Read
the Companies Amendment Bill, 2006
| Existing
provision |
Provision
with proposed amendment (new material shown in red) |
| Clause
2 of Bill |
|
8 Memorandum
of company
(3) Each subscriber to the memorandum of a company limited by shares
must in his own handwriting state in words opposite to his name the
number of shares he takes. |
8
Memorandum of company
(3) Each subscriber to the memorandum of a company limited by shares
must in his own handwriting state in words opposite to his name
the number of shares he takes:
Provided that where the subscriber is—
(a)
a company, association, syndicate or other corporate body, a director
of the company or the authorised representative of any other corporate
body; or
(b) a partnership, one of the partners; or
(c) a minor, the guardian;
as the case may be, shall indicate in their handwriting the number
of shares taken. |
| Clause
3 of Bill |
|
14 Signing
of memorandum
The memorandum shall be printed and shall be signed and dated, in
the presence of at least one attesting witness, by each subscriber
and opposite every such signature of a subscriber or a witness there
shall be written in legible characters his full name, occupation,
and full residential or business address. |
14
Signing of memorandum
The memorandum shall be printed and shall be signed and dated, in
the presence of at least one attesting witness, by each subscriber
and opposite every such signature of a subscriber or a witness there
shall be written in legible characters his full name, occupation,
and full residential or business address:
Provided that where the subscriber is—
(a)
a company, association, syndicate or other corporate body, a director
of the company or the authorised representative of any other corporate
body; or
(b) a partnership, one of the partners; or
(c)
a minor, the guardian;
as
the case may be, shall sign the memorandum. |
| Clause
4 of Bill |
|
187 Register
of directors and secretaries
|
187
Register of directors and secretaries
(a1) In this section—
"identity
document" means—
(i)
a document issued to a person in terms of section 7(1) or (2)
of the National Registration Act [Chapter 10:17] or a passport
or drivers' licence issued by the Government of Zimbabwe; or
(ii)
any passport, identity document or driver's licence issued by
a foreign government.
|
(1) Every company
shall keep at the office at which the register of members of the company
is kept a register of its directors and secretaries.
(2) The said register shall contain with respect to each director
his present Christian name and surname, any former Christian name
and surname, his full residential or business address and postal address,
his nationality and particulars of any other directorships held by
him:
Provided that it shall not be necessary for the register to contain
particulars of directorships held by a director in companies of which
the company is the wholly owned subsidiary or which are the wholly
owned subsidiaries either of the company or of another company of
which the company is the wholly owned subsidiary, and for the purposes
of this proviso the expression “company” shall include
any body corporate incorporated in Zimbabwe. |
(1) Every company
shall keep at the office at which the register of members of the company
is kept a register of its directors and secretaries.
(2) The said register shall contain with respect to each director
his or her present first name and surname,
any former first name and surname, an
identification reference number appearing in his or her identity document,
his or her full residential or business address and postal address,
his or her nationality and particulars
of any other directorships held by him or her:
Provided that it shall not be necessary for the register to contain
particulars of directorships held by a director in companies of which
the company is the wholly owned subsidiary or which are the wholly
owned subsidiaries either of the company or another company of which
the company is the wholly owned subsidiary, and for the purposes of
this proviso the expression "company" shall include any
body corporate incorporated in Zimbabwe. |
(3) The said
register shall contain the following particulars with respect to
the secretary, that is to say—
(a) in the
case of an individual, his present Christian name and surname,
any former Christian name and surname and his full residential
or business and postal addresses; and
(b) in the case of a corporation, partnership or other association,
its name and registered or principal office.
|
(3) The said
register shall contain the following particulars with respect to
the secretary, that is to say—
(a) in the
case of an individual, his or her
present first name and surname, any
former first name and surname, an
identification reference number appearing in his or her identity
document and his or her full
residential address or business and postal addresses; and
(b) in the case of a corporation, partnership or other association,
its name and registered or principal office.
|
(4) The company
shall, within the periods respectively mentioned in subsection (5),
deliver to the Registrar a return in the prescribed form containing
the particulars specified in the said register and a notification
in the prescribed form of any change among its directors or in its
secretary or in any of the particulars contained in the register and
of the date of any such change:
Provided that, except when making its annual return in terms of section
one hundred and twenty-three, it shall not be necessary for a company
to deliver to the Registrar a notification of any change in the particulars
of directorships held by any of its directors in any other company.
(5) The period within which the return or notification referred to
in subsection (4) is to be delivered to the Registrar shall be one
month after the incorporation of the company or the date on which
the change is notified to the company, as the case may be. |
NO CHANGE |
| (6) It shall
be the duty of every director and secretary of a company to furnish
the company with all particulars required for inclusion in the said
register, including any addition to or alteration or other change
in any such particulars, and any director or secretary who neglects
or fails without reasonable excuse to furnish the company with any
particulars so required within seven days after demand made by the
company, or who furnishes the company with any particular which is
incorrect in any respect, shall be guilty of an offence and liable
to a fine not exceeding level five or to imprisonment for a period
not exceeding three months or to both such fine and such imprisonment. |
NO CHANGE |
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