Company Secretarial Services Policy
Company Secretarial Services Policy
CENTRAL COURT (PRIVATE) LIMITED | COMPANY REG. NO. PV00306670 | SECRETARY LICENSE. No. RCS2000614
Effective from: 2024 August 05
PLEASE READ THIS LEGAL DISCLAIMER AND TERMS OF SERVICE CAREFULLY BEFORE ACCESSING OUR WEBSITE OR USING OUR SERVICES
You and Us
General information
Welcome to CENTRAL COURT (PRIVATE) LIMITED Law Firm E Corporate (“E Corporate”, "corporate.lk", "CENTRAL COURT (PRIVATE) LIMITED" the “Company,” “we,” “us,” and “our”). Formally, we are CENTRAL COURT. We provide our services (“Services”) online, including via our website at corporate.lk or any website owned by CENTRAL COURT (PRIVATE) LIMITED (collectively the “Website”), and other forms of communications such as email. Providing information on the Website also constitutes part of the Services.
We use the term “User” or “you” or “your” or “Visitor” or “Customer” to mean any past, current, or prospective customer of our Services as well as any visitor to the Website. These Terms apply to each Customer. There will be no fees for Customers to use the Services unless stated explicitly in these Terms or in other notices from CENTRAL COURT (PRIVATE) LIMITED to Customers such as information on the Website.
These Terms govern your access to and use of our Services. By accessing or using the Services (including accessing the Website), you agree to be bound by these Terms as if these Terms were signed by you in ink on a hard-copy agreement. We may also ask you to confirm that you agree to these Terms, including by taking particular actions, such as clicking a button labelled “I Agree” or “Buy Now” or using the Services. Any personally-identifiable information about you or anyone else may be stored on or through the Services (“Personal Data”). So long as you are a Customer, E Corporate hereby grants you permission to use the software (“Software”) included in the Website as part of the Services. Your right to use the Software is revocable by CENTRAL COURT (PRIVATE) LIMITED, and is not sublicensable. Moreover, the Software must be used solely for personal use by you.
The information provided in the Website or via any other means of transmission from CENTRAL COURT (PRIVATE) LIMITED is not legal advice, but general information. The content contained on the Website or information contained in any other transmission from CENTRAL COURT (PRIVATE) LIMITED is subject to these Terms.
CENTRAL COURT (PRIVATE) LIMITED reserves the right to change or update these Terms at any time. Changes or updates of these Terms will appear on the Website and/or be communicated to Customer and are effective immediately. Use of the Website or receipt of Services after any such changes constitutes your consent to such changes and updates.
1. Purpose
This Policy outlines the terms, conditions, scope, and responsibilities governing the provision of company secretarial services (“Services”) by CENTRAL COURT (PRIVATE) LIMITED (“the Firm”) to its clients (“the Company” or “Client”). This ensures professional standards, legal compliance, and transparency in delivering statutory and governance-related services.
2. Scope of Services
CENTRAL COURT (PRIVATE) LIMITED shall provide, subject to the prevailing laws and client-specific instructions, the following secretarial services:
Appointment of an experienced Company Secretary (individual or corporate).
Preparation and submission of statutory forms and resolutions (Form 1, Form 20, Form 13, etc.).
Maintenance of statutory registers (Register of Directors, Members, etc.).
Filing of Annual Returns and other compliance documents with the Registrar of Companies.
Preparation of notices, minutes, and resolutions for Board and Shareholder meetings.
Advisory on Companies Act compliance, share issuance, and company governance matters.
Assistance with changes in share structure, directors, company name, and registered address.
Note: Additional services beyond standard compliance may attract additional fees.
3. Annual Secretarial Fees, Appointment/s, & Other Charges
3.1 Fee Structure
The following fees shall apply to the provision of Company Secretarial Services by CENTRAL COURT (PRIVATE) LIMITED, unless otherwise agreed in writing,
Annual Secretarial Service Fee Sri Lankan Companies - An annual secretarial service fee of LKR 5,000 shall be payable per company, per annum.
Annual Secretarial Service Fee Foreign-Owned / Foreign-Controlled Companies - For companies with foreign shareholders, foreign directors, or foreign control, an annual secretarial service fee of LKR 10,000 shall be applicable per annum, in consideration of enhanced compliance, documentation, and regulatory coordination requirements.
Initial Appointment Fee (Previously Incorporated Companies Only) - An Initial Appointment Fee of LKR 15,000 shall apply only where CENTRAL COURT (PRIVATE) LIMITED is appointed as Company Secretary to a company that was incorporated prior to engagement with the Firm.
This initial appointment fee does not apply to newly incorporated companies where CENTRAL COURT (PRIVATE) LIMITED acts as Company Secretary from the date of incorporation.
3.2 Invoicing & Payment Terms
All invoices issued by the Firm shall be payable within seven (07) calendar days from the date of invoice.
Failure to settle payments within the stipulated period may result in:
Temporary suspension of secretarial services
Withholding of statutory filings, submissions, or certifications
Delay in issuing resignation letters or statutory notifications
3.3 Document Delivery & Courier Protocols
To facilitate the timely exchange of statutory documents, the Firm utilizes authorized courier services (primarily : Domestic Express (Pvt) Ltd - Domex). The following terms apply to all physical deliveries:
3.3.1 Client Responsibility
The Client is responsible for ensuring the collection and acceptance of all parcels dispatched by the Firm.
3.3.2 Rejection & Non-Collection
If a Client rejects a parcel or fails to collect a requested document delivery, the resulting courier charges (including return fees) shall be billed to the Client. This amount will be added to the next courier dispatch invoice.
3.3.3 Recovery of Outstanding Charges
In the event of non-payment of courier-related dues, the Firm reserves the right to:
a) Incorporate the outstanding balance into the Client's Annual Secretarial Service Fee; or
b) Discontinue physical delivery services to the Client until all arrears are cleared.
3.3.4 Service Suspension
Continued failure to settle delivery-related costs may be treated as a breach of payment terms, leading to the suspension of all secretarial services as outlined in Clause 3.2.
4. Minimum Commitment & Termination
4.1 Minimum Term
The appointment of CENTRAL COURT (PRIVATE) LIMITED as Company Secretary is valid for a minimum period of one (1) year from the date of appointment.
4.2 Early Termination by Client
If the Client initiates the resignation or replacement of the Company Secretary prior to the completion of the one-year term:
The full annual fee shall remain payable, regardless of the time elapsed.
The resignation letter and Form 20 (or applicable ROC filing) will be issued only after settlement of all dues.
4.3 Early Resignation by CENTRAL COURT
CENTRAL COURT (PRIVATE) LIMITED reserves the right to resign as Company Secretary upon providing ten (10) working days’ notice, subject to any legal requirements or ethical conflicts. Any prepaid fees in this instance will be proportionally refunded, unless termination arises due to client misconduct or breach.
5. Refund Policy
All secretarial service fees are non-refundable once paid, including cases of early resignation, dissolution of company, or administrative inactivity by the Client.
6. Client Obligations
The Client shall:
Provide accurate and timely information necessary for statutory filings.
Cooperate in signing documents and attending meetings when required.
Notify the Firm of any internal changes that may affect secretarial functions.
Comply with applicable laws, including the Companies Act No. 07 of 2007 (Sri Lanka).
7. Limitations of Liability
CENTRAL COURT (PRIVATE) LIMITED shall not be liable for any penalties, legal consequences, or damages arising from:
Delays or inaccuracies due to incorrect or withheld information from the Client.
Non-cooperation or failure of the Client to provide timely approvals or signatures.
Regulatory delays outside the Firm’s control (e.g., Registrar (ROC/EROC/GOV) system outages).
8. Confidentiality
All client information, documents, and records will be treated with strict confidentiality and used only for service-related purposes, except where disclosure is required by law.
9. Amendments to Policy
CENTRAL COURT (PRIVATE) LIMITED reserves the right to amend this Policy with prior notice to clients. The latest version shall be published on the official website or issued with invoices.
10. Governing Law
This Policy shall be governed by and construed in accordance with the laws of the Democratic Socialist Republic of Sri Lanka.
11. Working Hours
The Secretarial services of CENTRAL COURT (PRIVATE) LIMITED shall be provided strictly during regular business hours, being Monday to Friday, 9.00 a.m. to 4.00 p.m. (Sri Lanka Standard Time), and only on banking days in Sri Lanka. The Company Secretary shall not be available on Saturdays, Sundays, or official bank/public holidays declared in Sri Lanka. Any requests made outside business hours will be attended to on the next working day.
“Banking Days” shall mean any day on which licensed commercial banks in Sri Lanka are open for business, excluding Saturdays, Sundays, and public/bank holidays declared by the Government of Sri Lanka.
“Business Hours” shall mean the hours between 9.00 a.m. and 4.00 p.m. Sri Lanka Standard Time on Banking Days.
12. Communication Policy
12.1 Official Communication Channels
All communications between the Client and the Firm in relation to company secretarial services shall be conducted strictly through officially approved channels. These channels include written correspondence via registered email addresses of the Firm, the official client dashboard provided by the Firm, and formal letters submitted in physical or electronic form. Verbal communications, including telephone calls, voice messages, and informal messaging applications, shall not be deemed official or binding unless subsequently confirmed in writing through an approved channel.
12.2 E Corporate Dashboard as Primary Communication Platform
The Firm provides a secure digital platform (“E Corporate Dashboard”) for structured communication, document exchange, service requests, status updates, and compliance notifications. All instructions, document submissions, approvals, confirmations, and service related communications made through the dashboard shall be considered valid, official, and time stamped records for legal and operational purposes. Clients are responsible for maintaining active access credentials and monitoring dashboard notifications regularly.
12.3 Written Confirmation Requirement
Any instruction, clarification, amendment, or approval relating to statutory filings, director or shareholder matters, secretarial appointments, or regulatory submissions must be provided in written form. Instructions communicated verbally or through unofficial channels shall only be acted upon after written confirmation is received via the official email or dashboard Secretary Records Exchnage system.
12.4 Urgent Matters and After Hours Communication
Urgent matters arising outside normal business hours must be notified to the Firm in writing via official email or the dashboard communication module. Such matters shall be reviewed and addressed on the next Banking Day, unless otherwise expressly agreed in writing. The Firm does not guarantee immediate response or action outside standard operating hours.
12.5 Client Responsibility for Communication Accuracy
The Client bears full responsibility for ensuring that all information, instructions, and documents communicated to the Firm are accurate, complete, and consistent. The Firm shall not be responsible for errors, omissions, or delays arising from unclear, incomplete, or contradictory communications.
12.6 Dashboard Notifications and Alerts
The dashboard includes automated notifications and alerts relating to compliance deadlines, document requirements, service status updates, and regulatory filings. Failure by the Client to review or respond to dashboard notifications shall not absolve the Client of statutory obligations or deadlines.
12.7 Document Upload and Verification Process
All documents submitted through the dashboard are logged and time-stamped. The Firm shall process documents only after successful verification through the dashboard system. Documents shared via unofficial channels may be disregarded or requested again through the approved system for audit and compliance purposes.
12.8 Data Security and Communication Integrity
The Firm implements reasonable security measures within the dashboard and official email systems to protect client data. Clients are advised not to share sensitive information through unofficial or unsecured communication platforms. The Firm shall not be liable for data breaches or losses arising from communications outside approved channels.
12.9 Limitation of Liability for Unapproved Communication Attempts
The Firm shall not be held liable for any delay, loss, or non-performance arising from attempts to contact staff members through personal numbers, social media platforms, instant messaging applications, or any channel not formally designated by the Firm.
12.10 Change of Contact Details
Clients must promptly notify the Firm in writing of any change to their registered email address, authorized contact person, or dashboard access credentials. Communications sent to the last recorded contact details shall be deemed valid and properly delivered.
12.11 Acknowledgement and Acceptance
Use of the Firm’s services and the E Corporate Dashboard constitutes full acceptance of this Communication Policy. This policy forms an integral part of the Company Secretarial Services Terms and Conditions and shall be binding on all Clients.
13. Service Limitation
13.1 Not provide legal representation in court
The Firm does not provide legal representation in court. The Firm acts strictly in the capacity of a corporate secretarial and compliance service provider. Unless expressly agreed in writing under a separate engagement, the Firm does not provide legal representation, advocacy, or appearance services before any court, tribunal, quasi-judicial body, arbitration panel, or dispute resolution forum within or outside the Democratic Socialist Republic of Sri Lanka.
13.2 The Firm does not provide tax advice unless separately engaged.
13.3 The Firm is not responsible for regulatory approvals beyond company law filings (e.g., BOI, CEA, Labour Dept.), unless separately contracted.
Revision No.: 05
Revision Date: 10/01/2026