Confidentiality

(1) All proceedings other than criminal proceedings, relating to limited liability companies commenced in the Court either under the provisions of this Act or for the purpose solely of determining the rights or obligations of members, managers or registered agents and any appeal from a decision therein shall be heard in camera and except as provided in subsection (2) of this section, no details of the proceedings shall be published by any person. (2) Every decision of the Court in respect of proceedings concerning the application or interpretation of this Act shall be published or reported for the purpose of affording a record of those proceedings, provided that in every case, (a) the decision of the Court shall be edited to such extent as shall be necessary to preserve confidentiality in respect of the identity of the limited liability company and every member, manager, registered agent and registered office thereof; and (b) no such report shall be reported or published unless and until the Court shall have ascertained the views of the parties to the proceedings as to the adequacy of the editing undertaken and has certified to the Registrar 88 of the Court that the decision as edited may be released for publication or reporting. (3) Where, (a) in any proceedings for dissolving a limited liability company the Court is satisfied that the company or any member or manager thereof has failed to comply with any provision of this Act; or (b) a limited liability company or any member or manager thereof is convicted by the Court of any offence under this Act, the Court may, if it thinks fit, order that the records and registers of that company are to be deposited with the Registrar and that such records, books and registers and the entries in the Registrar’s registers and records relating to that company are to be opened to public inspection. (4) Any person or entity who whether in or outside Belize with respect to a limited liability company, (a) divulges; (b) attempts, offers or threatens to divulge; (c) incites, abets, counsels or procures any person to divulge; or (d) is a party to the divulging of any information or communication in respect of, in relation to or concerning, (i) the membership of or beneficial ownership of any interest in a limited (ii) the identity of any member of a limited liability company or the interest (legal or beneficial) of any such member in such a company; (iii) the management of a limited liability (iv) any of the business, financial or other affairs or transactions of a limited (v) the assets or liabilities of a limited (vi) the existence of, or the contents of any documentation held by the limited shall be guilty of an offence against this Act. (5) Notwithstanding subsection (4) of this section, no offence shall be committed where information is divulged or made available to the extent required in the following circumstances, (a) by a manager or registered agent of a limited liability company to the Registrar or the Minister for the purpose of complying with or facilitating the giving effect to the provisions of this Act or for complying with a request for information made by the Registrar under subsection (7) of this section; (b) by any person making disclosure for the purpose of discharging any duty, performing any function or exercising any power under any Act or regulation; 90 (c) by a manager or registered agent of a limited liability company to any person for the purpose of carrying on the business of the company or where it is otherwise in the best interests of members; (d) by any person to a member, manager or registered agent of a limited liability company in the course of the performance of the duties of that member, manager or (e) by a manager or registered agent of a limited liability company to any other person where all of the members of that company consent to such disclosure; or (f) by a manager or registered agent of a limited liability company to a legal practitioner, accountant, auditor or other advisor for the purpose of obtaining advice for the benefits of the company, that manager or registered (6) Nothing in this section shall prevent the Court from requiring any person to produce documents or to give evidence in any criminal proceedings or in any civil proceedings of any facts relevant in such proceedings in the Court. (7) Where the Registrar is satisfied in his own deliberate judgment that certain information regarding a limited liability company (including Confidential Information as defined in section 62 (6) of this Act, is reasonably required to facilitate a criminal investigation, prosecution or proceeding, whether in Belize or abroad, he may under his hand require the registered agent or manager of such company to disclose to him all such information; and the registered agent or the manager so requested shall supply the requisite information to the Registrar within a period of seven days.