COMPANIES ACT OF BARBADOS

NON-PROFIT COMPANY

ARTICLES OF INCORPORATION

Form 2

INSTRUCTIONS

Format :
Document required to be sent to the Registrar pursuant to the Act must conform with regulations 31 to 35 of the Regulations under the Act. Where any provision required to be set out is too long to be set out in the space provided in the form, the form may incorporate the provisions by annexing a schedule in the manner described in regulation 35 of the Regulations.

Item 1:
Set out a proposed corporate name that complies with sections 416 to 417 of the Act and with regulation 5 of the Regulations.

Item 2:
These details are required by sections 315 (b) of the Act.

Item 3:
If restrictions are to be placed on the undertaking the company may carry on, set out the restrictions.

Item 5:
Where the undertaking of the company is of a social nature there must be stated the full address of the principal office or building that the company is maintaining.

Item 6:
Any provision that is to form part of the Articles may be set out if the provision is permitted by the Act or Regulations to be set out in the by-laws of the company.

Item 7:
State names and address of first Directors.

Other documents:
The Articles must be accompanied by

(a) Notice of Registered Office (Form 4);
(b) Notice of Directors (Form 9); and
(c) Request for Name Search and Name Reservation (Form 33) unless name is reserved.
Section 314(1) provides that no article may be accepted for filing without the prior approval of the Minister. Accordingly the Articles must also be accompanied by written evidence of such approval.

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

Note:
Form 2 should also be used for Restated Articles of Incorporation of a non-profit Company. When so used it should be headed accordingly and conclude with the following paragraph –

“The foregoing restated articles of incorporation correctly set out, without substantive change, the corresponding provisions of the articles of incorporation as amended and supersede the original articles of incorporation.”