No. 40,827

 

Certificate of Incorporation on Change of Name

 

Whereas MICRO ENTERPRISE DEVELOPMENT AGENCY LIMITED

was incorporated a a limited company under the Companies Act

on the FOURTH day of JULY One Thousand Nine Hundred and Ninety-one

AND WHEREAS by special resolution of the Company and with the approval of the Registrar it has changed its name.

Now Therefore I hereby certify that the Company is a limited company incorporated under the name of MICRO INVESTMNT DEVELOPMENT AGENCY LIMITED.

Given under my hand at Kingston, this EIGHTEENTH day of NOVEMBER One Thousand Nine Hundred and Ninety-One.

originally signed

E. Edwards
Registrar of Companies

 

 

 

 

THE COMPANIES ACT

 

JAMAICA

 

COMPANY LIMITED BY SHARES

 

_______________

ARTICLE OF ASSOCIATION

 

OF

 

MICRO ENTERPRISE DEVELOPMENT AGENCY LIMITED

 

 

PRELIMINARY

 

1.                  The regulations contained in Part I of Table A (with the exception of regulations 24, 53 and 75 shall apply.

 

2.                  The Company is a private company and accordingly-

 

a.        The right to transfer shares is restricted in manner hereinafter prescribed;

 

b.      the number of members of the company (exclusive of persons who are in the employment of the company and of persons who having been formerly in the employment of the company were while in such employment and have continued after the determination of such employment to be members of the company) is limited to twenty:

 

Provided that where two or more persons hold one or more shares in the company jointly they shall for the purpose of this regulation be treated as a single member

 

c.       any invitation to the public to subscribe for any shares or debentures of the company is prohibited;

 

d.      any invitation to the public to deposit money for fixed periods or payable on call whether bearing or not bearing interest is prohibited;

 

e.       subject to the exceptions provides for in the Fourteenth Schedule to the Act any person other than the holder is prohibited from having any interest in any of the company’s shares;

 

f.        the company shall not have power to issue share warrants to bearer

 

3.                  The directors may, in their absolute discretion and without assigning any reason therefore, decline to register any transfer of any share, whether or not it is a full paid share.

 

4.                  No business shall be transacted at any general meeting unless a quorum of members is present at the time when the meeting proceeds to business; save as herein otherwise provided two members present in person or by proxy shall be a quorum.

 

5.                  Subject to the provisions of the Act, a resolution in writing signed by all the members for the time being entitled to receive notice of and to attend and vote at general meetings (or being corporations by their duly authorized representatives) shall be as valid and effective as if the same had been passed at a general meeting of the company duly convened and held.

 

6.                  the number of Directors excluding alternate Directors and the names of the Directors shall be determined by an instrument in writing by the person or persons of the Company holding a majority of shares in the said Company and it shall not be necessary for any meeting of such shareholders to be convened or held. The number of Directors may at any time thereafter be increased or reduced, as the Company in general meeting shall determine. In the event that the number of Directors is determined as one or only one Director is appointed any provision in these articles relating to a quorum of directors shall be inapplicable and that director shall have all the rights and to entitled to exercise all the powers of Directors contained in these articles.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


NAMES, ADDRESSES AND DESCRIPTIONS OF SUBSCRIBERS

 

 


 

 

 

 

 

Christopher Edwards

 

 

 

Dr. Phyllis A. Green

Acting Permanent Secretary Ministry of youth and Community Development

5th Floor

12 Ocean Boulevard

Kingston Mall

 

Accountant General Accountant General’s Department

Harbour Street

Kingston

 

 

Dated the  day of  1991

WITNESS TO THE ABOVE SIGNATURES