Companies Act · 2021 Revised Edition · Part · Enforcement and General Provisions
Section 319D
Official textFrom Attorney General's Chambers, unchanged
Where any accounts, balance sheet, financial statements, report or other document is required or permitted to be given, sent or served under this Act or under the constitution of a company by the company or the directors of the company to -
accounts
"accounts" means profit and loss accounts, or income and expenditure accounts, and balance sheets referred to in section 122 and includes notes (other than auditors' reports or directors' reports) attached or intended to be read with any of those profit and loss accounts, income and expenditure accounts or balance sheets;
a member of the company; or
an officer or auditor of the company, that document may be given, sent or served using electronic communications to the current address of that person.
For the purposes of this section, a document shall also be treated as given or sent to, or served on a person where -
document
"document" includes summons, notice, order, and other legal process, and registers;
the company and that person have agreed in writing to his having access to documents on a website (instead of their being sent to him);
the document is a document to which that agreement applies;
the document is published on the website such that it is or can be made legible; and
that person is notified, in a manner for the time being agreed for that purpose between him and the company, of -
the publication of the document on that website;
the address of that website; and
the place on that website where the document may be accessed, and how it may be accessed.
Where any provision of this Act or of the constitution of the company requires any document to be given or sent to, or served on a person not less than a specified number of days before a meeting, that document, if treated in accordance with subsection (2) as given or sent to, or served on any person, shall be treated as given or sent to, or served on the person not
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Companies less than the specified number of days before the date of a meeting if, and only if -
the document is published on and remains accessible to that person from the website throughout a period beginning before the specified number of days before the date of the meeting and ending with the conclusion of the meeting; and
the notification given for the purposes of subsection
is given not less than the specified number of days before the date of the meeting.
Nothing in subsection (3) shall invalidate the proceedings of a meeting where -
any document that is required to be published and remain accessible as mentioned in paragraph (a) of that subsection is published and remains accessible for a part, but not all, of the period mentioned in that paragraph; and
the failure to publish and make accessible that document throughout that period is wholly attributable to circumstances which it would not be reasonable to have expected the company to prevent or avoid.
A company may, notwithstanding any provision to the contrary in its constitution, take advantage of subsection (I), (2), (3) or (4).
Electronic transmission in accordance with constitution [S 27/2019]
Terms defined in this Act
accounts
Defined · s 2"accounts" means profit and loss accounts, or income and expenditure accounts, and balance sheets referred to in section 122 and includes notes (other than auditors' reports or directors' reports) attached or intended to be read with any of those profit and loss accounts, income and expenditure accounts or balance sheets;
balance sheet
Defined · s 120A"balance sheet", in relation to a company, means the balance sheet, -. by whatever name called, prepared in accordance with the Accounting Standards;
document
Defined · s 2"document" includes summons, notice, order, and other legal process, and registers;
officer
Defined · s 2"officer", in relation to a corporation, includes - (a) any director or secretary of the corporation or a person employed in an executive capacity by the corporation; @) 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 a company appointed in a voluntary winding up, but does not include - (i) any receiver who is not also a manager; (ii) any receiver and manager appointed by the Court; (iii) any liquidator appointed by the Court or by the creditors; and (iv) an Executive Manager appointed by the Minister under section 230(1) of the Insolvency Order, 2016 (S 112016);