Registrar may license companies to keep branch registers

(1) The Registrar may, subject to instruction from the Minister, issue an annual licence under his hand and seal of office, available for the period of one year, to any company whose objects comprise the transaction of business outside Belize, empowering such company, if it is authorised to do so by its articles as originally framed, or as altered by special resolution, to keep in any part of the Commonwealth outside Belize in which it transacts business a register or registers of members (hereinafter called a “branch register”), Provided that a company applying for such licence shall satisfy the Registrar by a statutory declaration to be filed with him that the objects for which the company was formed comprise the transaction of business in that part of the Commonwealth where it is desired to keep such branch register, and that the company is either carrying on or intends to carry on such business in the aforesaid part of the Commonwealth. (2) Every licence issued under sub-section (1) shall be valid only until 31st December next following the date on which it is Provided that where the period between the date of the issue of a licence and 31st December next following is less than a year, a proportionate part only of the fee in sub-section (3) shall be charged. (3) An annual fee at the rate of five dollars for every ten thousand dollars shall be paid by such company in respect of such licence and such fee shall be paid to the Registrar on issue of the licence. (4) The company shall give to the Registrar notice of the address of the office where any such branch register is kept or 35 proposed to be kept, and of any change therein and of the discontinuance of any such office in the event of it being discontinued. (5) A branch register shall, as regards the particulars entered, be deemed to be a part of the company’s register of members, and shall be prima facie evidence of all particulars entered therein. (6) Any such register shall be kept in the manner provided by this Act, with this qualification, that the advertisement mentioned in section 21 shall be inserted in some newspaper circulating in the district wherein the register to be closed is kept. (7) The company shall transmit to its registered office a copy of every entry in its branch register as soon as may be after such entry is made, and the company shall cause to be kept at its registered office, duly entered up from time to time, a duplicate or duplicates of its branch register. (8) Section 31 shall apply to every duplicate and every such duplicate shall, for all purposes of this Act, be deemed to be part of the register of members of the company. (9) Subject to this Act with respect to the duplicate register, the shares registered in a branch register shall be distinguished from the shares registered in the register of members of the company, and no transaction with respect to any shares registered in a branch register shall, during the continuance of the registration of such shares in such branch register, be registered in any other register. (10) The company may discontinue to keep any branch register, and thereupon all entries in that register shall be transferred to some other branch register, if any, kept by the company in the same part of the Commonwealth or to the register of members kept at the registered office of the company. 36 (11) Subject to this Act, any company may, by its articles as originally framed or as altered by special resolution, make such provisions as it may think fit respecting the keeping of branch