COMPANIES ACT OF BARBADOS

ARTICLES OF AMENDMENT

FORM 5

INSTRUCTIONS

Format:
Documents required to be sent the Registrar pursuant to the Act must conform to regulations 31 to 35 of the Regulations under the Act.

General:
(a) Any change in the Articles of the company must be made in accordance with section 33 or 203 of the Act. If an amendment is to change a corporate name, the new name must comply with sections 416 to 417 of the Act and with regulation 5 of the Regulation. Where a new name has not been reserved a copy of Request for Name Search and Name Reservation (Form 33) should be attached.

(b) Each amendment must correspond to the appropriate provisions of the Articles being amended, e.g. sections, subsections, clauses, etc.

(c) A director or authorized officer shall sign the Articles.

(d) Articles of Amendment designating a series of shares shall be accompanied by a copy of the director’s resolution authorizing the issue of a series of shares under section 33 of the Act. The resolution may be attached as a schedule in accordance with regulation 35 of the Regulations.

(e) Articles of Amendment except Articles to in (d) above, shall be accompanied by a copy of the authorizing special resolution required under sections 197 to 203 of the Act. The resolution may be attached as a schedule in accordance with regulation 35 of the Regulations

Other Notices:
The Articles must be accompanied by Notice of Registered Office (Form 4) or Notice of Directors (Form 9) if there has been a change in registered office or a change Directors.

Completed documents, in duplicate, and the prescribed fee are to be deposited at the office of the Registrar.