126.
| (1) Every company limited by shares and every company limited by guarantee and having a share capital shall, within a period of not less than one month and not report more than three months from the date on which the company is entitled to commence business, hold a general meeting of the members of the company, in this Act referred as the " statutory meeting ". |
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| (2) The directors shall, at least fourteen days before the day on which the statutory meeting is held, forward a report, in this Act referred to as the " statutory report", to every member of the company : |
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| (3) The statutory report shall be certified by not less than two directors of the company, or, where there are less than two directors, by the sole director and secretary and shall state
| | (a) the total number of shares allotted, distinguishing shares allotted as fully or partly paid up otherwise than in cash, and stating in the case of shares partly paid up the extent to which they are so paid up, and in either case the consideration for which they have been allotted ; | | |
| | (b) the total amount of cash received by the company in respect of all the shares allotted, distinguished as set out in paragraph (a) ; | | |
| | (c) an abstract of the receipts of the company and of the payments made thereout, up to a date within seven days of the date of the report, exhibiting under distinctive headings the receipts of the company from shares and debentures and other sources, the payments made thereout, and particulars concerning the balance remaining in hand, and an account or estimate of the preliminary expenses of the company ; | | |
| | (d) the names, addresses, and descriptions of the directors, auditors, if any, managers, if any, and secretary of the company ; and | | |
| | (e) the particulars of any contract, the modification of which is to be submitted to the meeting for its approval, together with the particulars of the modification or proposed modification. | | |
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| (4) The statutory report shall, so far as it relates to the shares allotted by the company, to the cash received in respect of such shares, and to the receipts and payments of the company on capital account, be certified as correct by the auditors, if any, of the company. |
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| (5) The directors shall cause a copy of the statutory re port, certified as set out in the provisions of subsection (4) to be delivered to the Registrar for registration forthwith after the sending thereof to the members of the company. |
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| (6) The directors shall cause a list showing the names, descriptions and addresses of the members of the company, and the number of shares held by them respectively, to be produced at the commencement of the meeting, and to remain open and accessible to any member of the company during the continuance of the meeting. |
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| (7) The members of the company present at the meeting shall be at liberty to discuss any matter relating to the formation of the company, or arising out of the statutory re port, whether previous notice has been given or not, but no resolution of which notice has not been given in accordance with the articles may be passed. |
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| (8) The meeting may adjourn from time to time, and at any adjourned meeting any resolution of which notice has been given in accordance with the articles either before or subsequently to the former meeting, may be passed, and the adjourned meeting shall have the same powers as an original meeting. |
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| (9) In the event of any default in complying with the provisions of this section, every director of the company who is knowingly and wilfully guilty of the default or, in the case of default by the company, every officer of the company who is in default shall be guilty of an offence and shall be liable to a fine not exceeding five hundred rupees. |
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| (10) The provisions of this section shall not apply to a private company. |
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Sri Lanka Consolidated Acts