Additional particulars
386AFA.—(1)  This section applies where a company or foreign company knows, or has reasonable grounds to believe —
(a)that the company or foreign company has no registrable controller; or
(b)that the company or foreign company has a registrable controller but has not been able to identify the registrable controller.
(2)  Where this section applies, each director with executive control and each chief executive officer of the company or foreign company is, subject to subsection (9), taken to be a registrable controller of the company or foreign company for the purposes of this Part.
(3)  Where this section applies, the company or foreign company must enter the following in its register of controllers:
(a)a note stating —
(i)that the company or foreign company knows, or has reasonable grounds to believe, as the case may be —
(A)that the company or foreign company has no registrable controller; or
(B)that the company or foreign company has a registrable controller but has not been able to identify the registrable controller; and
(ii)that each director with executive control and each chief executive officer of the company or foreign company is taken to be a registrable controller of the company or foreign company under subsection (2);
(b)the prescribed particulars of each director with executive control and each chief executive officer of the company or foreign company.
(4)  A company or foreign company must enter the matters mentioned in subsection (3) in its register of controllers within the prescribed period after —
(a)in the case of a company or foreign company that knows, or has reasonable grounds to believe, that it has no registrable controller — the date on which the company or foreign company knows, or has reasonable grounds to believe, that the company or foreign company has no registrable controller; or
(b)in the case of a company or foreign company that knows, or has reasonable grounds to believe, that it has a registrable controller but has not been able to identify the registrable controller — the date on which the company or foreign company, having taken the reasonable steps required by section 386AG(1), forms the opinion that it is unable to identify the registrable controller.
(5)  A company or foreign company must, within the prescribed period after the date on which the company or foreign company knows, or has reasonable grounds to believe, that any change in the particulars entered in its register of controllers under subsection (3)(b) has occurred, update its register of controllers to reflect the change.
(6)  If a company or foreign company mentioned in subsection (1) enters the particulars of a registrable controller in its register of controllers under section 386AF(9), the company or foreign company must, at the same time, enter in its register of controllers a note stating —
(a)that each director with executive control and each chief executive officer of the company or foreign company is no longer taken to be a registrable controller of the company or foreign company under subsection (2); and
(b)the date on which the particulars of the registrable controller were entered in its register of controllers under section 386AF(9).
(7)  If a company or foreign company fails to comply with subsection (3), (4), (5) or (6), the company or foreign company, and every officer of the company or foreign company who is in default, shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $5,000.
(8)  In this section —
“chief executive officer” —
(a)in relation to a company, has the meaning given by section 4(1); and
(b)in relation to a foreign company, has the meaning given by section 4(1), subject to the modification that each reference to a company is a reference to the foreign company;
“director with executive control”, in relation to a company or foreign company, means a director of the company or foreign company who exercises executive control over the daily or regular affairs of the company or foreign company through a senior management position.
(9)  Despite anything in this Part, a reference in section 386AF(9) or (10), 386AG(1) or (2), 386AH(1), 386AI(1), 386AJ(1) or 386AK(1) to a controller or a registrable controller does not include a director or chief executive officer taken to be a registrable controller under subsection (2).
[Act 2 of 2022 wef 04/10/2022]