Section 474, The Companies Act, 2009

(1) If the Commission has reasonable cause to believethat a company is not carrying on business or is not in operation, it may send to the company by post a letter enquiring whether the company is carrying on business or is in operation. (2) If the Commission does not, within one month of sending the letter receive any answer to the letter, it shall, within 14 days after the expiration of the month send to the company by post a registered letter referring to the first letter, and stating that no answer 338 339 Meetings to ascertain wishes of creditors or contributories. Affidavits, etc., in Sierra Leone elsewhere. Judicial notice of signature of officers. declare dissolution of void. to strike defunct off register. Resolutions passed at adjourned meetings of creditors and contributories thereto has been received, and that if an answer is not received to the second letter within one month from the date of sending the letter a notice will be published in the Gazette and in a local newspaper with a view to striking the name of the company off the register. (3) If the Commission either receives an answer to the effect that the company is not carrying on business or is not in operation, or does not within one month after sending the second letter receive any answer, it may publish in the Gazette and in a local newspaper, and send to the company by post, a notice that at the expiration of three months from the date of that notice the name of the company mentioned in the letter will, unless cause is shown to the contrary, be struck off the register and the company will be dissolved. (4) If, in a case where a company is being wound up, the Commission has reasonable cause to believe either that no liquidator is acting, or that the affairs of the company are fully wound up, and the returns required to be made by the liquidator have not been made for a period of six consecutive months, it shall publish in the Gazette and in a local newspaper and send to the company or the liquidator, if any, a notice as is provided in subsection (3). (5) At the expiration of the time mentioned in the notice, the Commission may, unless cause to the contrary is previously shown by the company, strike its name off the register, and shall publish notice of it in the Gazette and in a local newspaper, and on the publication in the Gazette of this notice the company shall be dissolved: Provided that– (a) the liability, if any, of every director, manager officer, and member of the company shall continue and may be enforced as if the company had not been dissolved; and (b) nothing in this subsection shall affect the power of the court to wind up a company the name of which has been struck off the register. (6) If a company or any member or creditor thereof feels aggrieved by the company having been struck off the register, the court on an application made by the company or member or creditor before the expiration of 20 years from the publication in the Gazette and in the local newspaper may, if satisfied that the company was at the time of the striking off carrying on business or in operation or otherwise that it is just that the company be restored to the register, order the name of the company to be restored to the register. (7) On a certified copy of the order being delivered to the Commission for registration, the company shall be deemed to have continued in existence as if its name had not been struck off. (8) The court may, by order give such directions and make such provisions as it thinks just for placing the company and all other persons in the same position as nearly as may be as if the name of the company had not been struck off. (9) A notice to be sent under this section to a liquidator may be addressed to the liquidator at his last known place of business; and a letter or notice to be sent under this section to a company may be addressed to the company at its registered office, or, if no office has been registered, to the care of some director or officer of the (10) If there is no director or officer of the company whose name and address are known to the Commission, the notice may be sent to each of the persons who subscribed the memorandum, addressed to him at the address mentioned in the memorandum.