I.  Registrar of Corporations - Office created; Duties

There shall be in the Department of Resources and Development a Registrar of Corporations appointed by the President of the Federated States of Micronesia, who shall issue, receive, and hold as custodian all certificates, papers, statements, or other records of documents required by the provisions of this chapter, or rules or regulations promulgated hereunder, to be distributed by or filed with the Government of the Federated States of Micronesia, and shall perform such other duties as may from time to time be assigned to him by the President of the Federated States of Micronesia or the Secretary of Resources and Development.
 
II.  Authority to promulgate rules and regulations.
 
The Registrar of Corporations, with the approval of the Secretary of the Department of Resources and Development and the President of the Federated States of Micronesia, shall have the power to prescribe such rules and regulations as are deemed advisable to administer and carry into effect the provisions of this chapter.
 
III.  Power to convene corporate meeting.
 
The Registrar of Corporations may, when deemed by him to be in the public interest, convene a special meeting of the members, board of directors, or officers of any corporation organized or existing under the provisions of this chapter, by giving notice, not less than ten days prior to the date of such meeting, to the members, directors, or officers, as the case might be.  Such notice shall state the purpose of the meeting and the subject, or subjects to be discussed.
 
IV.  Power to order production of records; Penalty for failure to comply.
 
   (1)   In connection with the duties prescribed in this chapter the Registrar of Corporations is authorized and empowered to order the production of books of account, papers, and documents of any corporation or company authorized to do business within the Federated States of Micronesia.
 
   (2)   Refusal without a showing of good cause, to produce books of account, papers, and documents within 30 days after an order for the production thereof shall be a misdemeanor punishable by a maximum fine of $50 or, when the order is directed to an individual, imprisonment of such individual for a period not to exceed 90 days, or both.
 
 
V.  Available stock.
 
All persons wishing to make shares of stock in Federated States of Micronesia corporations available for purchase by the public may furnish all material information relating to the stock offering to the Registrar of Corporations.  The Registrar shall distribute this information to the public in an appropriate manner.  This section shall not affect the mandatory investment securities registration requirements of chapter 8 of title 33 of this code and any future amendments thereto.
 
VI.  Authority of the States.
 
    (1)   Nothing in this chapter may be construed as preventing a State from establishing its own process of incorporation.
 
    (2)   Upon application by a State, the President shall transfer the function of incorporation to the State for any corporate matter not within the exclusive authority of the National Government.
 
 
©2019 FSM Registrar of Corporations. All Rights Reserved.

Search