Week 7

Question 1

Discuss section 42 and 46, which are records related requirements.

Answer 1

42: lists what documents that must be kept at the records office
46: provides for who has access to those records

Question 2

How may the records be kept (s. 10)?

Answer 2

• in electronic form
• in microfilmed form
• in paper form

Question 3

According to s. 46, who has access to what?

Answer 3

Directors – everything
Shareholders – everything permitted by articles – does not generally include directors resolutions or directors dissents
Public – can see incorporating documents and the Central Securities Register and Register of Directors but can’t see directors or shareholders resolutions or financial statements (for private company)

Question 4

What information does the Register of Directors contain?

Answer 4

Name and prescribed address of director – can avoid disclosing home address if have a regular office address
Date on which director elected or appointed and date on which ceased to be a director
Name of any office held or date ceased to hold office (with dates)
If officer but not also a director – although not required by the Act, register will usually, for convenience, include information about the officers even though they are not also directors

Question 5

What information does the Central Securities Register contain?

Answer 5

All shares issued by the company
All shares transferred by the company
Must contain certain information
Name and last known address of shareholder
Class and series of shares held
Number of shares held
Date and particulars of issue or transfer