Public Notice 02102023 – Registrar Directive – 02 of 2023 Compliance Obligation on Submission of Proof of Resignation and/or Removal of Accounting Officer of a Close Corporation

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= - REGISTRAR DIRECTIVE

1pA 02 of 2023

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COMPLIANCE OBLIGATION ON SUBMISSION OF PROOF OF RESIGNATION

AND/OR REMOVAL OF ACCOUNTING OFFICER OF A CLOSE

CORPORATION

In accordance with Section 59 of the Close Corporations Act, 1988 (Act No. 26 of 1988), all

registered corporations and accounting officers are hereby directed to adhere to the

following compliance obligations regarding the appointment and changes in Accounting

Officers. It is imperative to submit the necessary documentation to the Registrar in a timely

manner in any of the following circumstances:

1. If an Accounting Officer has been removed, you must provide:

• Acopy of the notification letter sent to the removed Accounting Officer.

2. 2. If an Accounting Officer has resigned, you must provide:

• A copy of the resignation notice submitted by the departing Accounting

Officer.

3. In the event of the removal or resignation of an Accounting Officer, you are

required to file an Amendment, along with a notice of the appointment of a new

Accounting Officer, within 14 days from the date of such removal or resignation,

as stipulated by in terms of section 59 of the Act.

4. Any Accounting Officer who resigns or is removed must:

• Notify every member of the corporation in writing immediately.
• Send a copy of the notification letter to the last known address of the

registered office of the corporation.

• Additionally, inform the Registrar about:

i. Their resignation or removal from office.

ii. The date of their resignation or removal.

ii. The date up to which they performed their duties.

iv. Any knowledge of financial matters within the corporation that were in

contravention of the provisions of the Close Corporations Act, 1988 at the

time of their resignation or removal.

If an Accounting Officer for a corporation reasonably believes they were removed for

improper reasons, they must promptly inform the Registrar and provide a copy of this letter

to every member.

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Further take note that the Business and Intellectual Property Authority (BI iene >

right to refuse amendment and/or transaction pertaining to a Close Corpqration thet PYeT 2023

failed to comply with the above provisions, until such a time that the Corp’ ration ETB Ranoer, Namibia

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By order:

Registrar of Col i e Corporations

02 October 2023 Ps 02 October 2023