Section 53
of International Business Companies Order, 2000
Section 53
(1)
If the Articles specifically so provide and subject to any relevant modification an IBC may provide financial assistance, whether directly or indirectly, and whether by way of loan, guarantee, or otherwise, for the purpose of, or in connection with, the purchase or subscription of its own shares, the shares of any subsidiary or of any holding company.
(2)
No such assistance permitted under subsection (1) may be made unless the directors, following due enquiry made by them, determine by resolution containing details of the assistance to be given, the reasons therefor and the names of the assisted parties that, immediately after the purchase, redemption or other acquisition, the following conditions (in this Part referred to as “the solvency conditions”) will be fulfilled –
Incorporating amendments until S 53/2017
(Clean Vesion) NANI/zimah _ as of 11 February 2020
58
BLUV as at 20th June 2017
(a)
the IBC will be able to satisfy its liabilities as they become due in the ordinary course of its business and the realisable value of the assets of the IBC will not be less than the sum of its total liabilities, as shown in the books of account and its capital; or
(b)
all the creditors of the company have in each case consented in writing to the giving of such assistance, and, in the absence of fraud, the decision of the directors as to the realisable value of the assets of the IBC is conclusive for this purpose, except in so far as a question of law may be involved.
(3)
If this section is not complied with every officer of the IBC in default is guilty of an offence and shall be liable on conviction to imprisonment for a term not exceeding two years, a fine not exceeding one hundred and fifty thousand dollars or both.
(4)
Where –
(a)
any person is convicted of an offence under this section; and
(b)
the Court is satisfied that the IBC has suffered loss or damage as a result of the act or omission that continues the offence, the Court may, in addition to imposing a penalty, order the convicted person to pay compensation to the IBC of such amount as the Court specifies.
Purchase of own shares.