Law library · Sierra Leone · The Companies Act, 2009
Section 522, The Companies Act, 2009
In forceThe Companies Act, 2009, Sierra Leone
(1) No proceeding under this Act shall be invalidated byreason of any defect, irregularity or deficiency of notice unless the
court is of the opinion that injustice has been or may be caused
thereby which cannot be remedied by an order of the court.
(2) The court may, if it thinks fit make an order declaring
that the proceeding is valid notwithstanding the defect, irregularity
or deficiency.
(3) Notwithstanding subsections (1) and (2) or any other
provision of this Act, where an omission, defect, error or irregularity,
including the absence of a quorum at any meeting of the company or
of the directors, has occurred in the management or administration
of a company whereby a provision of this Act has been contravened,
or whereby there has been default of a procedural or technical kind
in the observance of the articles of association or whereby any
proceedings at or in connection with any meeting of the company or
of the directors or any assembly purporting to be such a meeting
have been rendered ineffective, including the failure to make or lodge
with the Commission any declaration of solvency, the court-
(a) may, either of its own motion or on the
application of any interested person, make
such order as it thinks fit to rectify or cause
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grant relief.
Irregularities
in proceedings.
to be rectified or to nullify or modify or cause
to be modified the consequences in law of
any such omission, defect, error or
irregularity, or to validate any act, matter or
thing rendered or alleged to have been
rendered invalid by or as a result of such
omission, defect, error or irregularity;
(b) shall before making such order satisfy itself
that such order would not do injustice to the
company or to any member or creditor;
(c) may, where any such order is made, give such
ancillary or consequential directions as it
thinks fit;
(d) may determine what notice or summons is to
be given to other persons of the intention to
make such application or of the intention to
make such order, and whether and how it
should be given or served and whether it
should be advertised in any newspaper.
(4) The court may, whether a company is in the process
of being wound up or not, on good cause shown, enlarge or abridge
any time for doing any act or taking any proceeding allowed or limited
by this Act or any regulation on such terms as the justice of the case
may require and such enlargement may be ordered although the
application is not made until after the time originally allowed or limited.
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