Sri Lanka Consolidated Acts

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Companies Act (No. 17 of 1982) - Sect 169

Appointment and powers of inspector to investigate ownership of company

169.
(1) Where it appears to the Registrar that there is good reason so to do, he may appoint one or more inspectors to investigate and report on the membership of any company and otherwise with respect to the company for the purpose of determining the true persons who are, or have been, financially interested in the success or failure (real or apparent) of the company or able to control or materially to influence the policy of the company.
(2) The instrument of appointment of an inspector under the provisions of subsection (1) may define the scope of his investigation, whether as respects the matters, or the period to which it is to extend or otherwise, and in particular may limit the investigation to matters connected with particular shares or debentures.
(3) Where an application for an investigation under the provisions of this section with respect to particular shares or debentures of a company is made to the Registrar by members of the company, and the number of applicants or the amount of the shares held by them is not less than that required for an application for the appointment of an inspector under the provisions of section 161, the Registrar shall appoint an inspector to conduct the investigation unless he is satisfied that the application is vexatious, and any matter which the application seeks to include in such investigation other than those matters which the Registrar is satisfied is unreasonable to be investigated, shall be included within the scope of such investigation.
(4) Subject to the terms of appointment of an inspector, his powers shall extend to the investigation of any circumstances suggesting the existence of an arrangement or under standing which, though not legally binding, is or was observed or likely to be observed in practice and which is relevant to the purposes of his investigation.
(5) For the purposes of any investigation under the provisions of this section, the provisions of sections 163, 164 and 165 shall apply with the necessary modifications of references to the affairs of the company or to those of any other body corporate, so however that-
(a) the said sections shall apply in relation to all persons who are or have been, or whom the inspector has reasonable cause to believe to be or have been, financially interested in the success or failure or the apparent success or failure of the company or any other body corporate whose membership is investigated with that of the company, or able to control or materially to influence the policy thereof, including persons concerned only on behalf of others, as they apply in relation to officers and agents of the company or of the other body corporate, as the case may be; and
(b) the Registrar is required to furnish the company with a copy of any report by an inspector appointed under the provisions of this section or with a complete copy thereof, provided that the company in turn is required to make available such report to a shareholder on application.
(6) The expenses of any investigation made under the provisions of this section shall be defrayed by the Registrar out of moneys provided by Parliament for the purpose.


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