Services – CSL

Secretarial Services

Under Sri Lankan law, a company is required to have a qualified Company Secretary to manage their secretarial functions, if it has either an annual turnover of LKR1,000,000 or more, or a paid up capital of LKR500,000 or more.

We assist companies with the following key functions:

1

Organising board meetings and shareholder meetings and taking meeting minutes.

2

Drafting and preparing board and shareholder resolutions.

3

Effecting share issues and transfers including on repurchase and redemption.

4

Filing forms at the Registrar General of Companies in compliance with the Companies Act, No. 7 of 2007.

5

Providing certified extracts of documents.

6

Providing support in relation to regulatory compliances for different industries (e.g. banking, finance and microfinance, capital markets, insurance, shipping etc.).

7

Maintaining up to date statutory registers – i.e. minute books, share registers.

8

General liaising between the company and Registrar General of Companies.

9

Conducting secretarial audits.

10

Making corporate presentations to company boards on secretarial compliance, issues and recommendations for rectification.

11

We render services with regard to the incorporation of companies.

Registrar Services

A company listed on the Colombo Stock Exchange is required, under Sri Lankan law, to maintain a register of their shareholders, for which it will require the services of a professional Registrar.

We assist our clients with and provide support on:

1

Maintaining a register of shareholders.

2

Liaising with the Central Depository System.

3

Ensuring compliance with the Securities and Exchange Commission Listing Rules.

4

Liaising with the Colombo Stock Exchange and Central Depository Systems.

5

Facilitating distributions – i.e. dividends, share repurchase matters.

6

Supporting share issues – i.e. private placements, rights issues and the repurchase of shares.

7

Carrying out mandatory offers and receipt of acceptances.

Trustee Services

We provide trustee services to corporates and individuals, where clients require their assets to be held in trust and distributed in accordance with the relevant trust instrument.

The key services we provide for trusts are:

1

Acting as trustees.

2

Providing information and giving notice to the Registrar General of Lands under the Trusts Ordinance, No. 9 of 1917 (as amended) and relevant regulations.

3

Providing secretarial services to trustees.