TO RETURN TO BORNEO BEST, CLICK HERE


TRUSTEES (INCORPORATION) ACT 1952 - (Act 258) ARRANGEMENT OF SECTIONS

Sections
1. Short title, definition and application
2. Upon application of trustees, Minister may grant certificate as a corporate body
3. Estate to vest in body corporate
4. Particulars respecting application
5. Nomination of trustees and filling up vacancies
6. Liability of trustees and others, notwithstanding incorporation
7. Certificate to be evidence of compliance with requisitions
8. Record of applications and documents to be kept, and copies supplied 9. Enforcement of orders and directions of Attorney General
10. Applications and certificates to be stamped
11. Gift to vest in corporate body
12. Common seal
13. Contracts not under seal to be binding in certain cases
14. Payments on transfers in reliance on corporate seal protected
15. Trustees to keep accounts and to render annual returns of accounts 16. Petition to decide question whether person is a member of a corporate body
SCHEDULE
An Act to provide for the incorporation of the trustees of certain bodies or association of persons. 30 December 1952
1. Short title, definition and application
(1) This Act may be cited as the Trustees (Incorporation) Act 1952.
(2) This Act shall apply to West Malaysia only.
(3) In this Act “West Malaysia” has the meaning assigned thereto in section 3 of the Interpretation Acts 1948 and 1967 [Act 388], and includes the Federal Territory.
2. Upon application of trustees, Minister may grant certificate as a corporate body
(1) Trustees or a trustee may be appointed by any body or association of persons established for any religious, educational, literary, scientific, social or charitable purpose, and such trustees or trustee may apply, in the manner hereinafter provided, to the Minister for a certificate of registration of the trustees or trustee of such body or association of persons as a corporate body.
(2) If the Minister, having regard to the extent, nature and objects and other circumstances of such body or association of persons, shall consider such incorporation expedient, he may grant such certificate accordingly, subject to such conditions or directions generally as he shall think fit to insert in such certificate, and particularly relating to the qualifications and number of the trustees, their tenure and avoidance of office, the mode of appointing new trustees, the custody and use of the common seal, the amount of the land which such trustees may hold, and the purposes for which such land may be applied.
(3) The trustees or trustee shall thereupon become a body corporate by the name described in the certificate, and shall have perpetual succession and a common seal and power to sue and be sued in such corporate name, and subject to the conditions and directions contained in the said certificate to acquire, purchase, take, hold and enjoy movable and immovable property and by instruments under such common seal to sell, convey, assign, surrender and yield up, mortgage, charge, demise, reassign, transfer or otherwise dispose of movable and immovable property now or hereafter belonging to, or held for the benefit of, such body or association of persons, in such and the like manner, and subject to such restrictions and provisions, as such trustees or trustee might do, without such incorporation, for the purposes of such body or association of persons.
3. Estate to vest in body corporate
The certificate of incorporation shall vest in such body corporate all property, movable or immovable of whatever description, belonging to or held by any person in trust for such body or association of persons, and thereupon any person or persons in whose name or names any stocks, funds or securities shall be standing in trust for the body or association of persons, shall transfer the same into the name of such body corporate, and all covenants and conditions relating to any such immovable property enforceable by or against the trustees thereof before their incorporation shall be enforceable to the same extent and by the same means by or against them after their incorporation.
4. Particulars respecting application
(1) Every application to the Minister for a certificate under this Act shall be in writing, signed by the person or persons making the same, and shall contain the several particulars specified in the Schedule, or such of them as shall be applicable to the case.
(2) The Minister may require a statutory declaration or other evidence in verification of the statements and particulars in the application, and such other particulars, information and evidence, if any, as he may think necessary or proper.
5. Nomination of trustees and filling up vacancies
(1) Before a certificate of incorporation shall be granted, the said trustees or trustee shall have been effectually appointed to the satisfaction of the Minister, and where a certificate of incorporation shall have been granted vacancies in the number of the said trustees shall, from time to time, be filled up so far as shall be required by the constitution or settlement of the said body or association of persons, or by any such conditions or directions as aforesaid, by such legal means as would have been available for the appointment of new trustees of the said body or association if no certificate of incorporation had been granted, or otherwise as shall be required by such conditions or directions as aforesaid, and the appointment of every new trustee shall be certified by, or by the direction of, the trustees to the Minister upon the completion of such appointment. (2) Within one month after the expiration of each period of five years after the grant of a certificate of incorporation, or, whenever required by the Minister, a return shall be made to the Minister by the then trustees or trustee of the names of the trustees at the expiration of each such period, with their residences and descriptions.
6. Liability of trustees and others, notwithstanding incorporation
After a certificate of incorporation has been granted under this Act all trustees of the body or association of persons, notwithstanding their incorporation, shall be chargeable for such property as shall come into their hands, and shall be answerable and accountable for their own acts, receipts, neglects and defaults, and for the due administration of the body or association of persons and its property, in the same manner and to the same extent as if no such incorporation had been effected, and nothing herein contained shall diminish or impair any control or authority exerciseable by the Attorney General under section 9 of the Government Proceedings Act 1956 [Act 359] over the trustees who shall be so incorporated but they shall remain subject jointly and separately to such control and authority as if they were not incorporated.
7. Certificate to be evidence of compliance with requisitions
A certificate of incorporation so granted shall be conclusive evidence that all the preliminary requisitions herein contained and required in respect of such incorporation have been complied with, and the date of incorporation mentioned in such certificate shall be deemed to be the date at which incorporation has taken place.
8. Record of applications and documents to be kept, and copies supplied The Minister shall, in such manner as he shall think fit, direct a record to be kept of all such applications for and certificates of incorporation, and shall in like manner direct all documents sent to him under this Act to be preserved, and any person may require a copy or extract of any such document to be certified under the hand of such person as shall be appointed for that purpose by the Minister, and there shall be paid for such certified copy or extract such fee as may be prescribed by the Minister.
9. Enforcement of orders and directions of Attorney General
All conditions and directions inserted in any certificate of incorporation shall be binding upon and performed or observed by the trustees as trusts of the body or association of persons, and shall also be enforceable by the Attorney General or other persons interested under section 9 of the Government Proceedings Act 1956.
10. Applications and certificates to be stamped
Every application for a certificate of incorporation under this Act, and every such certificate, shall be charged with a stamp duty of ten ringgit, and a stamp denoting the payment of that duty shall be impressed or affixed upon such application or certificate.
11. Gift to vest in corporate body
After the incorporation of the trustees or trustee of any association or body of persons pursuant to this Act, every donation, gift and disposition of land, or any interest therein, theretofore lawfully made (but not having actually taken effect) or hereafter lawfully made by deed, will or otherwise to or in favour of such body or association of persons, or the trustees thereof, or otherwise for the purposes thereof, shall take effect as if the same had been made to, or in favour of, the corporate body or otherwise for the like purposes.
12. Common seal
(1) The common seal of the corporate body shall have such device as may be approved by the Minister, and until such common seal is provided the seal of some person may be authorized by the Minister for use as the common seal of the corporate body.
(2) Any instrument to which the common seal of the corporate body has been affixed, in apparent compliance with the conditions or directions for the use of such common seal referred to in section 2, shall be binding on such corporate body, notwithstanding any defect or circumstance affecting the execution of such instrument.
13. Contracts not under seal to be binding in certain cases Every contract made or entered into by the trustees of a body or association of persons which would be valid and binding according to the constitution, settlement or rules and regulations of the said body or association of persons if no such incorporation had taken place as aforesaid, shall be valid and binding although the same shall not have been made or entered into under the common seal of the trustees.
14. Payments on transfers in reliance on corporate seal protected Any person who shall make or permit to be made any transfer or payment bona fide, in reliance on any instruments to which the common seal of any body corporate created under this Act is affixed, shall be indemnified and protected in respect of such transfer or payment, notwithstanding any defect or circumstance affecting the execution of the instrument.
15. Trustees to keep accounts and to render annual returns of accounts (1) The trustees or trustee of any body or association of persons incorporated pursuant to this Act shall, in books to be kept by them for that purpose, regularly enter or cause to be entered full and true accounts of all money received and paid respectively on account of such body or association.
(2) The said trustees or trustee shall, on or before the 25th day of March in every year, or upon such other day as may be appointed for this purpose by the Attorney General, prepare and make out the following accounts in relation to the said body or association—
(a) an account of the gross income arising from any endowment or which ought to have arisen therefrom during the year ending on the 31st day of December immediately preceding, or upon such other day as may have been appointed for this purpose by the Attorney General;
(b) an account of all balances in hand at the commencement of the year and of all monies received during the same year on account of the said body or association;
(c) an account for the same period of all payments; and
(d) an account of all monies owing to or from the said body or association, so far as conveniently may be.
(3) The accounts prescribed under subsection (2) shall be certified under the hand of one or more of the said trustees or of the said trustee and shall be audited by the auditor of the said body or association, if any, and the said trustees or trustee shall within fourteen days after the day appointed for making out the said accounts deliver or transmit a copy thereof to the Attorney General and every such copy shall be open to inspection of all persons at all reasonable hours, subject to such regulations as the Attorney General may see fit to make, and any person may require a copy of every such account, or of any part thereof, on paying therefor such fee as the Attorney General may prescribe.
(4) The said trustees or trustee shall, at the same time as the accounts prescribed under subsection (2) are delivered or transmitted to the Attorney General in accordance with subsection (3) for the first time after the grant of a certificate of incorporation pursuant to this Act, transmit to the Attorney General an account of any endowments then belonging to the said body or association, showing in the case of immovable property not in hand the manner in which the same is let or occupied and in the case of movable property the existing investment or employment thereof and in what names such investments are made, and thereafter the said trustees or trustee shall, on every occasion upon which the said accounts are delivered or transmitted as aforesaid to the Attorney General after the acquisition of any endowment not included in the foregoing account, or after the alienation, charge or transfer of any movable or immovable property of the said body or association, transmit to the Attorney General a similar account of such last-mentioned endowment and an account of such alienation, charge or transfer, as the case may be.
16. Petition to decide question whether person is a member of a corporate body
(1) When any question arises as to whether any person is a member of such corporate body as aforesaid, any person interested in such question may apply by petition to the High Court for its opinion on such question. (2) Notice of the hearing shall be given to such persons and in such manner as the Court shall think fit, and any opinion given by the Court on an application under this section shall be binding on the person in respect of whom such question arose and upon all members of the said corporate body and upon the person aforesaid interested in such question and upon any persons to whom notice of the hearing has been given in accordance with any direction of the Court.
Schedule [Section 4]
PARTICULARS TO BE INSERTED IN APPLICATIONS FOR INCORPORATION
1. The objects of the body or association of persons, and the rules and regulations of the same, together with the date of, and parties to every deed, will or other instrument, if any, creating, constituting or regulating the same.
2. A statement and short description of the land, or interest in land, which at the date of application is possessed by, or belonging to, or held on behalf of such body or association of persons.
3. The names, residences and descriptions of the said trustees of such body or association of persons.
4. The proposed title of the corporate body, of which title the words “trustees” and “registered” shall form part.
5. The proposed device of the common seal.
6. The regulations for the custody and use of the common seal.