All sections · Part XIX: Registrar
351 良好声誉证书
This section has been amended. The text above is the 2016 wording; the amending provisions follow.
(1) 处长应任何人的申请，并在支付附表二第II部所规定的费用后，发出加盖公章的、经批准的格式的良好信誉证书，说明公司在下列情况下处于良好信誉状态
(a) 该公司被列入登记册。
(b) 本公司已根据本法支付所有到期应付的费用、年费和罚金；以及
(c) 它没有提交任何与公司自愿或强制清算有关的文件。
(2) 根据第(1)款签发的良好信誉证书应包含一项声明，说明是否
(a) 该公司已向书记官长提交了一份尚未生效的兼并或合并的备忘录。
(b) 公司已向注册处提交了尚未生效的组织章程。
(c) 本公司开始清盘的通知已提交给书记官长；和
(d) 处长已启动所有程序，将公司的名称从登记册中删除。
(3)如果公司在申请时不具备良好的信誉，书记官长应根据第352条发出正式搜索证书，以代替意见书，对此不应收取额外费用。
(a) 该公司被列入登记册。
(b) 本公司已根据本法支付所有到期应付的费用、年费和罚金；以及
(c) 它没有提交任何与公司自愿或强制清算有关的文件。
(2) 根据第(1)款签发的良好信誉证书应包含一项声明，说明是否
(a) 该公司已向书记官长提交了一份尚未生效的兼并或合并的备忘录。
(b) 公司已向注册处提交了尚未生效的组织章程。
(c) 本公司开始清盘的通知已提交给书记官长；和
(d) 处长已启动所有程序，将公司的名称从登记册中删除。
(3)如果公司在申请时不具备良好的信誉，书记官长应根据第352条发出正式搜索证书，以代替意见书，对此不应收取额外费用。
Translation for information only. Only the English original is legally binding.
Original wording (English, legally binding): Certificate of good standing
(1) The Registrar shall, upon request by any person and on payment of the
standing
fee specified in Part II of the Second Schedule, issue a certificate of good
standing under the Official Seal in the approved form certifying that a
company is in good standing if the Registrar is satisfied that —
(a) the company is on the Register;
(b) the company has paid all fees, annual fees and penalties due and
payable under this Act; and
(c) it has no filed record of the company being in voluntary or
compulsory liquidation.
(2) The certificate of good standing issued under subsection (1) shall include
a statement as to whether —
(a) the company has filed with the Registrar articles of merger or
consolidation that have not yet become effective;
(b) the company has filed with the Registrar articles of arrangement
that have not yet become effective;
(c) notice of commencement of the company‘s winding up has been
filed with the Registrar; and
(d) any proceedings by the Registrar to strike the name of the
company off the Register have been instituted.
(3) In the event that a company is not in good standing as at the date of the
request, the Registrar shall issue a certificate of official search under
section 352 in lieu of a certificate of good standing and no additional fees
shall be paid in respect thereof.
standing
fee specified in Part II of the Second Schedule, issue a certificate of good
standing under the Official Seal in the approved form certifying that a
company is in good standing if the Registrar is satisfied that —
(a) the company is on the Register;
(b) the company has paid all fees, annual fees and penalties due and
payable under this Act; and
(c) it has no filed record of the company being in voluntary or
compulsory liquidation.
(2) The certificate of good standing issued under subsection (1) shall include
a statement as to whether —
(a) the company has filed with the Registrar articles of merger or
consolidation that have not yet become effective;
(b) the company has filed with the Registrar articles of arrangement
that have not yet become effective;
(c) notice of commencement of the company‘s winding up has been
filed with the Registrar; and
(d) any proceedings by the Registrar to strike the name of the
company off the Register have been instituted.
(3) In the event that a company is not in good standing as at the date of the
request, the Registrar shall issue a certificate of official search under
section 352 in lieu of a certificate of good standing and no additional fees
shall be paid in respect thereof.
Amended since 2016
Act 32 of 2021 · 2021-08-02
54. Section 351(2) of the principal Act is amended —
(i) in paragraph (a), by repealing the words “that have not yet
become effective”;
(ii) in paragraph (b), by repealing the words “that have not yet
become effective”.
(i) in paragraph (a), by repealing the words “that have not yet
become effective”;
(ii) in paragraph (b), by repealing the words “that have not yet
become effective”.
Act 19 of 2024 · 2024-12-18
21. Section 351(1) of the principal Act is amended —
(a) in paragraph (a), by inserting after the words and mark “the
Register;” the word “and”;
(b) in paragraph (b), by deleting the mark and word “; and” after
the words “this Act;” and substituting them with a full stop;
(c) by repealing paragraph (c).
(a) in paragraph (a), by inserting after the words and mark “the
Register;” the word “and”;
(b) in paragraph (b), by deleting the mark and word “; and” after
the words “this Act;” and substituting them with a full stop;
(c) by repealing paragraph (c).
