Law library · Sierra Leone · The Companies Act, 2009
Section 147, The Companies Act, 2009
In forceThe Companies Act, 2009, Sierra Leone
(1) Where either before or after the commencement ofthis Act, a company has redeemed any debentures previously issued,
then unless–
(a) any provision, express or implied, to the
contrary is contained in the articles or in any
contract entered into by the company; or
(b) the company has, by passing a resolution to
that effect or by some other act, manifested
its intention that the debentures shall be
cancelled,
the company shall have, and shall be deemed always to have had,
power to re-issue the debentures, either by re-issuing the same
debentures or by issuing other debentures in their place.
(2) On a re-issue of redeemed debentures, the person
entitled to the debentures shall have, and shall be deemed always to
have had, the same priorities as if the debentures had never been
redeemed.
(3) Where a company has either before or after the
commencement of this Act, deposited any of its debentures to secure
advances, from time to time, on current account or otherwise, the
debentures shall not be deemed to have been redeemed by reason
only of the account of the company having ceased to be in debit,
whilst the debentures remained so deposited.
(4) The re-issue of a debenture or the issue of another
debenture in its place under the power given by this section to or
deemed to have been possessed by a company, whether the re-issue
or issue was made before or after the commencement of this Act,
shall be treated as issue of a new debenture for the purposes of a
stamp duty, but it shall not be so treated for the purposes of any
provision limiting the amount or number of debentures to be issued.
(5) Any person lending money on the security of a
debenture re-issued under this section which appears to be duly
stamped, may give the debenture in evidence in any proceedings for
enforcing his security without payment of the stamp duty or any
penalty in respect thereof, unless he had notice or, but for his
negligence, might have discovered, that the debenture was not duly
stamped, but in such case the company shall be liable to pay the
proper stamp duty and penalty.
(6) Nothing in this section shall prejudice any power to
issue debentures in place of any debentures paid off or otherwise
satisfied or extinguished which, by its debentures or the securities
for the debentures, is reserved to a company.
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