Source document: https://docs-lawep.s3.us-east-2.amazonaws.com/1694869548950.pdf (Guyana)
GUYANA ACT No.

6 of 1986 OFF-SHORE BANKING ACT 1986 I assent.

�:'� President.

1986-Db-IY..

ARRANGEMENT OF SECTIONS PART I PRELIMINARY 1.

2.

Short title and commencement.

Interpretation.

No.

6] THE LAWS OF GUY Ai\A (A.D 1986 2 PART II OFF-SHORE BANKING 3.

4.

5.

6.

7.

8. banking.

Off-shore Prohibition.

Issue of licence.

company.

Eligible foreign bank Qualified Power of Minister activities to give directions as regards other of off-shore companies I Requirements of applicants.
Licensing requirements of application.

applicants.

9.

10 11.

12.

13.

14.

15.

16 17.

18.

19.

20.

21.

Application Contents Tentative Examination Duty to issue or refuse Refusal Licence Other sprcial Display of licence.

Revocation Appeal of revocation Misleading name.

Service on licensee.

of licence.

of licence.

and conditions.

licence conditions of licence.

Financial Obligations 22.

23.

24.

Capital.

Reserves.

Dividends.

Trust Activities 25.

26.

27.

28.

29.

30.

31.


32. of trust.

of trust assets.

Separation Common trust fund.

Declaration Trust funds awaiting Contents Dealing Interest Status of trust of declaration with trust assets.

in common fund.

as trustee.

of licensee disposition.

Abandoned Property 33.

34.

35.

36.

37.

38.

39. propert y. of abandonec:r Abandoned Disposal Sale of abandoned Payment Claims against Refusal Offence to pay claims.

re abandoned property.

to Consolidated property.

Fund.


property.

property.

AD.

1986] OFF-SHORE BANKING [No.

6 3 .8 �l PART III ADMINISTRATION OF LICENSEES Directors 40.

41.

42.

43.

44.

45.

46.

47.

Meaning of director.

Office of director.

Disqualification Disclosure Declaration Recording Offence.

Insider of interest.

of interest.

declaration.

information.

of director.

Audit and Inspection sheets.

48.

49.

50.

51.

52.

53.

54.

55.

56 .

57.

58. of balance Financial statements.

Confidentiality.
Confidentiality.

Publication Qualified auditor.

Annual auditing.

Prohibited Examination Powers of examiners.

Access by court order.

Offence and penalty.

Remedial auditors.

by Bank.

action.

Offences off-shore banking.

advertising.

Unlicensed Misleading False statements 59.

60.

61. and obstruction.

General 62.

63.

64.

65.

66. time.

of information.

Extending Publication Business days, etc.

Regulations.

Use of "bank" in names.

PART IV WINDING UP LICENSEES 67.

68.

69.

70.

71.

72 .


73.

74. up.

winding Voluntary winding Voluntary up started.

Notice of winding up.

Settlement Distribution Interruption Seizure Duty of Bank.

of remaining up.

of winding in other cases.

of claims.

assets.

84 4 No.

6) GUY ANA THE LA1'VS OF fA.D.

'9S6 of plan.

assets.

of custodian.

of custodian.

75.

76.

77.

78.

79.

80.

81.

02.

83.

84.

85.

86.

87.

88.

89.

90.

91.

92.

93.

94.

':5.

96.

97.

Power of High Court.

Notice of application.


Appointment Functions Inventory of assets.

Effect of seizure.

Execution against Re-organisation.

Contents of plan.

Modification winding Compulsory up.

Termination of employment.

Right of lessor.

Settlement Statement Contents Claims.

Objections.

Distribution Priority of claims.

Left over assets.

funds.

Abandoned up.

of winnin� Completion of trust accounts.

of account.

of box.

of assets.

PART V 98.

Control SPECIAL TAXING of licensee.


PROVISIONS Tax Exemptions tax re Jividends, exemption.

etc.

99.

100.

101.

102.

103.

:.:.04.

105.

106.

107.

108.

•09. ]

10. from tax.

of assets.

Exemption Transfer Withholding Trust property Tax on profits.

T�x agreement.

Guarantee, etc.

fe0s, etc.

Service Stamp duty.

Customs duty.

benefits.

Employee Control.

Exchange PART VI HINTERL\',lD PROJECT JlJ.

'.12.

113. of schemes.

Approval Modification of laws.

Definitions.

5 85 AD.


1986] OFF-SHORE BANKING [No- 6 PART VII MISCELLANEOUS AND CONSEQUENTIAL 114.

115.

116.

117.

118.

119.

Application of Companies Act.

Insolvency Act.

Banking Act.

Rate of Interest Act.

Capital Issues tControl) Act.

Non-application of provisions of Act to qualified foreign bank.

AN ACT to enable tertain banking and other on from within Guyana in foreign moneys, for foreign customers.
Enacted by the Parliament of Guyana :­ businesses to be carried securities and properties A.D. 1986 PART I PRELIMINARY 1.

This Act may be cited as the Off-shore Banking Actshort title 1986 and shall come into operation on such date as the Minister 3nd com- t mencemen .

may appoint by order.

2.

(1) In this Act - (a) 1nterpreta Uon.
"auditor" means an auditor described in section 51 and includes a partnership of auditors; "Bank" means the Bank of Guyana; "business" in relation to a licensee means the off-shore banking business of the licensee; "director" means a director within the meaning of section 40; "licensee" m,eans a body corporate that holds a subsisting licence under this Act to carry on off­ shore banking business from within Guyana·; "non-resident" means a person who is not "re­ sident in Guyana" within the meaning of the Income Tax Act; "off-shore, banking" has the meaning given to that expression in section 3; "prescribed" means prescribed by regulations� '"share" in relation to a company includes stock of the company.
(b) (c) (d) (e) .

(f) (g) (h) (i) ap.

81:01 c l2) The functions conferred by this Act on the Bank shall; during the period beginning from the commencement of this Act .and ending on such date as may be appointed by the Minister by notification in the Gazette, ·being a date before the expiry of one year after such commencement, be exercised and discharg'ed by such .

officer of the Ministry of Finance as may be specified by the Minister by' order and ,_during the aforesaid period t_he • Nn.
6} THE LAWS OF GUY ANA [A.D 1986 6 provisions Bank were references to such officer.

of this Act shall be construed as if references to the (3)The officer specified assigned under subsection by thf' Minic;ter (2) and other him to asc;ist oE the Off-Shore Banking Unit of the Ministry and employees officl'rs shall constitute Finance.

PART II OFF-SHORE BANKING Off-shore banking 3.
(1) Off-shore banking means - (a)rece1vmg from non-residents foreign funds - through (i)the acceptance of foreign money deposits payable upon demand or after a fixed period or after notice; (ii)the sale or placement certificates, or other foreign or securities; of tore1gn notes or other debt obligation bonds, (b)using, involving (iii)any other similar activity foreign and securities: money or foreign either funds in whole or in part, the foreign for - so acquired (i)loans, advances (ii)the activitie business, for the account and investments, on that s of the person carryinr: of or at the risk of that person.
and behalf, (2)Subject off-shore to such regulations as may be made in that banking includes the acceptance in trust of - (a)amounts of money in foreign currencies or in foreign (b)foreign (c)real or immovable securities or both; personal or movable properties; or property Guyana outside managed to be administered, of persons in related, any activities who are non-residents dealt with for the benefit and includes from persons or invested who are non-residents thereto.
or ancillary cidental or otherwise (3)Off-shore this Act, any other activity, declare crihed in subsection to be an activity (1) or (2).

banking also includes, which the Bank may.

for the purpose ot: hy regulations.

des­ to an activity or ancillary related Prohibition.

4.

No person may engage in off-shore banking from • within Guyana without a licence under this ,\ct AD.

1986] --=----- OFF-SHORE .BANKING 7 87 [No.

6 person other than an eligible company or qualified foreign bank.
No licence may be issued under this Act to any�ue of icence.

5.

6.

7.

Eligible pany.

com A body corporate is an eligible company if - (a) it is incorporated under the Companies Act as a company limited by shares; its objects or business activities are restricted to off-shore banking from within Guyana; its memorandum and articles of association are acceptable to the Bank; and its authorised and paid up capital accords with the requirements of section 22.

(b) (c) (d) Qualified foreign Cap.

S5:oi.


A qualified foreign bank means - (a) a foreign bank that upon the commencement of bank.

this Act is licensed under the Banking Act; a foreign bank with prescribed minimum capit­ aliaM:ion and assets that is not licensed under the Banking Act upon the commencement of this Act; and a financial institution, approved by the Bank, that is directly or indirectly a wholly owned foreign subsidiary, within the meaning of Part V, of a foreign bank.

(b) (c) 0 8.
(b) (c) 0 8.

( 1) The Minister may give to off-shore companies direc- �::!1'r fto tions as to other activities, apart from off-shore banking, thatft;:.

�­ may be engaged in by off-shore companies and such companiesregards other shall give effect to any such directions.

:�r:i!

::: of companies.

(2) The off-shore c'8mpanies shall provide such facilities to the Minister as will enable him Ito verify any information furnished in pursuance of this section.

Licensing Requirements.

9.


(1) Notwithstanding the provisions of the CompaniesApplication Act, no company may be incorporated under that Act for thece:i,�r-�o'1� purpose of doing off-shore banking from within Guyana unless its incorporation has been consented to by the Minister.

ta .
ta .

(2) Notwithstandnig anything in ilts memorandum or articles of association, no company incorporated under the Com­ panies Act before the commencement of this Act has capacity to do off-shore banking from within Guyana unless its memo­ randum and articles of association are or are amended to be satisfactory to the Minister.

10.

(1) .

An applica_nt .

for a licence under t�is Act to do.


off-�;:�:�0�f shore bankmg from w1thm Guyana shall apply m the prescnbed form and- 'il), 6] 'fHL LAil .\ OF (;I:) L\,l [A.D. i(l.,6 8 (a)snow that it is an eligible company or a quali- fied foreign bank; ·(b) give the names and addresses (c)give particulars of the off-shore poses to do from within Guyana; and of its directors; it pro­ banking td) provide such other information of a financial or other nature as the Minister any general case.
or particular mav requirE' in by any eligible company r.2J An application for a licence by a certified :,,hall be accompanied ;rnd articles of association (3)An application of the applicant.

for a licence to this Act in support and all documents of the application of the company making the applica­ sub­ shall mitted pursuant be signed by the directors tion.

copy of the memorandum (4)An application Dank shall he accompanied for a licence hy the prescribed by a qualified foreign documents.
l'tntative ,;1pplicants.

11.

(1) Any person who intends under to apply for a licence this Act or to incorporate proposal ;ndicate oroposal to the Minister whether would be favourably for a licence, may submit a an eligible company and the Minister may based on the or not a "llhsequent application by him.

done by the Minister (2)Nothing received him from later refusing, on grounds precludes an application -:idered by him pursuant for a licence to subsection (1).
that was based on a proposal con­ under subsection of public policy, (1) �x .. a:un_ation " ap,,hcants.

12 \.lJ On receipt of an application under this Act, the Minister from an eligible may cause such in­ company for a licence ·;estigation ,ircumsbmces, :01�1pany, ,;,iders to be made of the applicant and any associates company, or affiliates of the applicant its · financial within the meaning of Part V, as the Minister con­ necessary (2)In particular.

in the public interest.


the Minister may require an examina­ r:.n to be made of - status and history (a)the financial of the applicant or company and any of its directors.

associates· affiliates {b) the character thereof: (c)the adequacy business within the meaning of Part V; and experience of its capital to carry on; (d)the needs of the persons of the directors :t int ends to serve; for the purpose Jfthe it intends .

;:;, and AD.

1986] OFF-SHORE BANKING '(No-6 9 (e)its earning employer.
prospects and its prospects to 1ssm, or refuse licence .

to issue or refuse as anouty .i3.

(1) It shall be the duty of the Minister under this Act to an applicant a licence - (a)within three months of the receipt of the ap­ or plication; (b)if additional Minister, fourteen him of that additional within days of the receipt by information.

information by the is required (2)When the Minister the public Act to the applicant interest that it is in under this to do so, he may issue a licence fee.
upon payment of the prescribed is of the opinion 14.

(1) When the Minister refuses a licence it is his duty to inform the applicant refusal.

of the grounds under this Act ffe£usa1 of of his cence.

public (2)Where the Minister interest, states he need not state any other ground.

is in the that the refusal 15.

(1) A licence banking under this Act shall show the kinds issued to be done from within Guyana by the c0ndlt1°ns.

ucence and of off-shore licensee.


(2)A licence tions as the Minister off-shore banking of the kinds of to be done by the licensee from in respect within under this Act is subject may specify to such condi­ Guyana.

(3)A licence under this Act remains to this Act, but it is a condition pursuant an annual fee be paid by every class of licensee and at the time prescribed.
valid until revoked that of every licence amount in the (4)It is a condition of a licence the Bank of the creation under this Act that the by it of any sub­ licensee sidiary notify Guyana will notify company the Bank whenever within the meaning of Part V and that it will it opens a place of business outside (5)Subsection foreign that is (4) shall not apply to a licensee bank but the licensee shall not, without the Bank of its intention company within the meaning of to do so, create any sub­ Part V to carry on a qualified notifying sidiary off-shore banking from within Guyana.
ltl.

(1) It is a condition shares (a)any voting form; be in registered of a licence under this Act that - other special conditions will of the licensee's capital 90 10 THE LAWS OF GUY ANA [A.D. 1986 (bJ the licensee - Minister will not, without of the the approval (il enter into a merger, solidation; amalgamation or con­ (ii)transfer, otherwise than in the ordinary course of its business, part of its assets substantial the whole or any or liabilities; (iii)change its name from that set out in its licence.
(iv)alter its memorandum or articles of associa­ tion; or (v)transfer any of its shares; (c)the licensee its business the account sident off-shore will not knowingly accept any deposit on trust or for who is a re­ of a beneficial owner for any of its in the course of of Guyana as a customer or services; banking (d) the licensee that is a qualified foreign bank will, banking activities its off-shore in the manner and to the extent prescribed, separate other activities records will permit and assist undertakin!
!s by the Bank.

• i'1 Guyana and keep separate banking and activities in an audit of all its in Guyana by auditors of its off-shore approved from its in subsection vestigations (2)Before giving an approval (1), the Minister in section specified may carry out such of the in­ 12 as he thinks fit.

to any matter mentioned (3)Paragraphs (2) shall not apply to a licensee (a) and (b) of subsection that is a qualified (1) and sub­ foreign section bank.

Display of licence.

17.


A licensee shall display each place where it does business under this Act.

in a conspicuous place at a copy of its current licence Revocation of licence.

18.

(1) The Minister (a)does not of its licence may revoke a licence if the licensee within six months after the issuance business; (b)fails to comply with a condition of its licence; (c)is in breach of any duty or obligation imposed .
under upon it by this Act or commits this Act; or an offence commence - 11 A.D. 1986] OFF-SHORE BANKING [No- 6 (d)ceases to carry on business under its licence.

(2)When the Minister intends (1) it shall be his duty to give the licensee under to revoke a licence notice of subsection his intention the licence and a reasonable should not be revoked.

opportur,ity to show cause why licensee of the revocation (3)The Minister shall give notice in writing to the of the licence.

19.
19.

(1) Any person by the Minister licence days of the giving of the notice the revocation clecision is final.

thereon who is aggrieved by the revocation of aAppeal of r;v�::: 18 may, within fourteen appeal against 18(2), O under section under section to a judge in chambers of the High Court, whose �2) The Minister (1) of any person aggrieved section suspend the operation business of the licensee, by the revocation in relation of a licence, to any existing n of the appeal.
the determinatio of the licence may, pending an appeal under sub­ pending (3)Where the Minister revokes appeal or where there is an appeal and the appeal is disallowed, the notice of the revocation and in a daily newspaper circulating shall be published in Guyana .

in the Gazette a licence and there is no 20.

No licensee may be granted a licence resembles that so closely company or other company carrying elsewhere fuse the persons its services.
as would in the opinion for whom it intends on business of the Bank mislead in Guyana or or con- any or all of to provide the name of an existing under a nameM1s1eac11n a bank, trm,tname.

21.

(1) Before a licensee within Guyana it shall deposit with the Bank - does any off-shore banking from servtce on licensee.
(a)a duly executed instrument that appoints the Bank as its agent for the acceptance of documents in any action arising out of the operations of the licensee; and of service (b)a certificate setting out the name and address of any person in Guyana to whom documents related are to be forwarded.
and served on the Bank to the licensee (2)It shall be the duty of the Bank to ensure that all and other documents served instruments process, to subsection ten days to the person named in a certificate graph (1) (b) in the, case of that licensee.

of a licensee (1) in respect are forwarded within in para­ described on it pursuant 12 No 6] THE LAWS OF GUY ANA [A.O.

1986 Financial Obligations ('apital.

2.2.


( 1) A licence may be issued under this Act to a company when stock of the company (a) the capital and million (b)capital million dollars; to an amount of not less than one dollars has been paid up in cash.

is at least two Hl'scrves.

23.

(1) Subject to subsection (2), a licensee shall maintain a fund and shall out of its net profits of each year and be­ reserve fore any dividend not less than fifteen amount of the reserve capital of the licensee.
(2)Subsection is paid transfer to the fund a sum equal to the per cent of those profits and paid-up fund is less than the issued wherever it is shown to the satisfaction serves of the Bank that the aggregate to its business.

of the licensee are adequate in relation (1) shall not apply to a licensee for whom re­ • 1ividends.
24. are reasonable A licensee grounds la) the licensee or pay a dividend shall not declare that - for believing if there is, or would after the payment be, unable to pay its liabilities or as they become due (b)the realisable assets would value 0£ the licensee's of its liabili­ be less than the aggregate thereby ties and capital accounts.

Trust Activities St�paraliou of trust at-�()1:-;.

business 25.
business 25.

It shall be the duty of a licensee in carrying out its (a)to keep all assets its other assets: and held in trust separate from !l>l to keep separate from counts the assets they arc properly the trust account, may, in the course those of its other ac­ of each trust account unless of as the property identified to section but subject of its business, one or more common trust funds and 12).

invest assets held in hust accounts 26. establish, ·rirnrnun f11ncJ : ru.,1.

2G.
2G.

11 l 1\ l icensce maintain may subject in a common trust fund.

and administer to subsection (2) The assets of a trust account may only be invested in ;, common tnist fund if lhe instrument creating the trust A.D.1986] OFF-SHORE BANKING [No.

6 13 expressly any co-trustee permits the investment and the consent to the investment.
is obtained in writing of (3)A common trust fund is a trust that operates by the in the funds from a number of participants under the trust, as beneficiaries in the income of pooling process trust who share, or other gains ment or disposal derived of assets from the acquisition, holding, manage­ acquired for the trust.

27.
27.

(1) Every common trust fund of a licensee administered and maintained in accordance shall be estab-Deciaratlon with a written of the or truat· of trust in a form approved by the directors lished, declaration licensee.

(2)A certified copy of a declaration of trust and any to it shall be deposited with the Bank; and any amendments person interested relates, supplied licensee.
in the trust fund to which the declaration as beneficiary is entitled with a copy of the declaration upon request to be of the at the expense or otherwise, count to another (3)A licensee may sell assets held by it if - trust account is fully disclosed (a)the transaction held by it in a trust ac­ who have an interest obtained prior consent in those accounts to the parties and their to the transaction; (b)the transaction (c)the transaction is fair to both accounts; and by the terms is not prohibited the trusts.
of the instruments creating 28.ll) Subject to subsection (2), a licensee funds awaiting investment funds uninvested �or the proper management or undistributed or distribution any longer of the account.

trustTru�t.

holding fun� shall not hold those�::,_\\�: dis­ than is reasonable (2)Unless it is contrary to the terms of the instrument the trust, establishing (1)may be held in the subject licensee the trust funds described commercial to such conditions department or savings as may be prescribed.
of the in subsection 29.

A declaration fund shall, contain subject to or in addition provisions relating to - a common trustcontents of trust establishing �1c\�t provisions ' to other prescribed of on · (a)the manner in which the common trust fund is to be administered; (b),the investment of powers of the licensee respect to the common trust fund, including with the No.
6J THE LAWS OF GUY ANA (A.D 198� 14 (c) (d) governing to be made by th,: of investments and apportionment of income pro­ fund: of the common trust nature of the investment common trust fund; the allocation fits and losses the terms and conditions or withdrawal in the common trust fund; the a�diting licensee the basis and method of valuing common trust fund; the basis on which the common trust fund be liquidated posed of; to the common trust fund; may ma�' be dis- and settlement the admission or interests with respect of accounts assets in the therein of the for participation (e) (f) (g) (h) the expenses the common trust fund; and to be charged for management of (i)such other matters as are necessary rights of participants or proper in the com­ to define the mon trust fund.
Dcal1n_� ·o.

:ith trust ass•?ts.

30 Subject trust, the assets converted, changed ing the trust.

comprising re-invested, to the terms of the instrument creating the funds of the trust may be sold, transferred of at any time by the licensee or otherwisr administer­ exchanged, or disposed the i c. Interest common fund.

31.

(1) Each trust account interest trust fund has a beneficial trust fund as is proportionate tion.
that participates in a common in so much of the common to the amount of that participa­ (2)An interest but an interest or assignable in the manner provided be prescribed in the declaration in the absence in a common trust fund is not negotiable in the fund may be disposed of of trust or as may relating by the declaration of any provision.

thereto the fund.

of trust establishing Status oi licensee trustee �c;; 32.
The licensee in the carrying out of its trust business has all the powers, rights, duties and trustees, to any requirements under this Act.

obligations but subject applicable to Abandoned Property .\bandoned propertv.

33.

(1) Property of the following the cour�P of its business by a licensee kinds held or owing in of which no in respect 15 95 AD.
1986] OFF-SHORE BANKING [No, 6 activity doned property - has been evidenced for a period of ten years is aban­ (a)any general that is, a demand, saving deposit, time deposit, with any interest or matured together clusive of legal charges; made with the licensee or dividends but ex­ (b)funds that were paid towards the purchase of shares or other interests il'l a licensee; (c)any sum payable on cheques or other instruments on which the licensee (d)intangible personal any income or increment and is liable; property or movables held in trust; thereon and period has expired of a safe deposit (e)the contents lease or rental spect of which the licensee mail to the 1atest given notice tents into the custody to respond has failed year ot its intention within a period of one known address of the lessee, the con­ to deliver upon which the and in re­ has, by registerE:d of the Bank and the lessee cribed (2)Activity in subsection (a)within is evidenced (1) if the owner ,thereof in respect has - ten years of the date of deposit or the amount of the deposits or other record for the or decreased presented crediting a passbook of interest of the deposit; in respect increased of the property des­ (b) within or other interest (1) (b), increased ten years of paying funds for the pur­ in the chase of shares subsection amount of the funds or presented or book for the crediting thereof; (c) within a trust, ten years of establishing or accepted the principal of dividends mentioned or decreased a document in respect increased payment or decreased of income in respect or fiduciary capacity; of any funds held in a (d)within ten years of making the last deposit, or communication concerning inquiry mentioned the licensee indicated by a memorandum in subsection concerning (1), corresponded the item or otherwise in the items as evidenced an interest about them by the licensee any item with 9 �-,, u 16 Tf-JE LAWS OF GUY A1\IA lA.D.
of Disposal <:,bandoned pr, rerty.

shall, J4 .. (1) A licensee to the Bank all its holdings {r;eaning shall, or convey to the Bank in the prescribed property.

once in each financial property of abandoned from time to time, deposit year, report within the with manner an abandoned of this Act and (2)When a licensee 1he Bank any abandoned property, any liability the value of the property to the beneficial deposited to is relieved from to the extent of to the Bank.
has deposited with or conveyed owners thereof the licensee or conv0yed days after repor�ing !l ), the Bank shall pu;}lish to the Bank 1mr" 13)Within thirty in the Gazette saanl to subs"ction ,3 concerning notice of the name of the owner and particulars the abandoned to the beneficial address; Tion thereto, of the notice at his latest of the High Court on applica­ from mailing the Bank may be exempted to the owner.
and shall mail a copy of that notice owner of the property, but, with the approval property the copy known �Ja1e vi abandoned property.

35.

(1) The Bank may sell at public auction that has been conveyed tion of thirty referred :10ticP-to the owner, as the case may be.
days f:om tll::-,i:1te to in section 34(3) to it under section and the mailing any property 34 after the expira­ of the notice of publication of the copy of the 12) The public auction may be held after such reasonable .. • advertising of the sale as the Bank considers suitable.

Payment to Consolidated Fund.

36.
\1) The Bank shdll pay into the Consolidated moneys received of the public auction case -- by it as abandoned property of any abandoned property less, in each Fund all and the proceeds (a1 such amount as the Bank considers necessary to reserve and approved by the Bank; and for the payment of claims later made (b)amounts deducted expenses publishing and the> "ale of (2)Where the Bank properly incurred and mailing by the Bank by it in connection for reasonable with the charges service of notices, abandoned property.
pays to the claimants of any amount in excess of the amount re­ m (J) (:cl for the payment of claims, it shall property abandoned servLJ under subsecti be r0-imhursed Fund.

the amount of the excess from the Consolidated 1�:·Iaims against property 37.

(l) :, person v:ho clt ab:mdoned property depn.�ited ;ms a beneficial with or conveyed interest in any to the Bank 17 97 AD.

1986] OFF-SHORE BANKING [No- 6 may make a claim for the value thereof time and in the prescribed manner.
within the prescri bed (2)When the Bank is satisfied property, up the pro­ or make payment for the value thereof, as the case re­ the Bank shall deliver that a claimant is entitled to the abandoned perty, quires.

38.

(1) When the Bank admits or refuses section 37, it shall forthwith notify the claimant a claim under Refusal_ of its decision.

p y claims.
p y claims.

to a \2) A person aggrieved of his claim for by the Bank may, within twenty-one days property to a judge notice of the High Court who may make such order there­ appeal the decision of the refusal, by a refusal abandoned of receiving in chambers on as he considers equitable.

39.
39.

A licensee that fails to report to the Bank any aban-0:re�ce r; in its possession, doned property convey to the Bank any abandoned of an offence Act, shall be guilty vidion to a fine of three thousand or fails to deposit property and liable dollars.

as required on summary con- with or�ri�ert�� by this PART III ADMINISTRATION OF LICENSEES Directors 40.

For the purpose of this Act -- Meaning of director.
occupying the like functions the means an individual and performing (a)"director" like position o� a di�e.ctor_ unde� the Companies his position (b) a reference directors company or firm.

is designated.

refers to "directors" or the body directing to the board of the affairs of a Act, however ca .

8901 P · .

41.

A director thereof - director of a licensee ceases to hold office as aomce or director.
(a) if_ he be�omes his credi:ors; bankrupt or suspends payment lo in Guyana of an offence triable <b) if he is convicted on indictment; (c)if he is convicted or that would be triable committed in Guyana.

outside Guyana of an offence on indictment had it been 98 No.

6) THE LAWS OF GUYANA [A.D 1986 Disquali· fication director.

of 42.

(1) A person who has been a director of a company is revoked under this Act shall not, without whose the prior of the Bank.
act or continue to act as a director of licence approval any other licensee.

(2)A person who contravene� and liable of an offence (1) shall be to a fine on summary conviction subsection dollars or to imprisonment for twelve months guilty of five thousand or to both.

Disclosure of interest 43.

(1) A director or indirectly soon as possible, at a meeting in an advance declare thereof.
of a licensee who is interes ted directly or loan from the licensee of his interest the nature to its directors shall, as f2) Subsection in an advance (l) shall not apply when the interest or loan consists director of, or having an interest vance or loan from the licensee of the director if.

in either is not a substantial· only of being a creditor in an ad­ case.

the interest in a firm that is interested interest.
of a (3) A declaration in any advance by a director or ioan that may, after of a licensee that he is the date of the 1nterested be made by the licensee declaration, in relation of �nterest to anv advance · if - declaration (a)the declaration of the interest; specified and the nature and extent is a sufficient declaration or loan made after the (b)the interest of the director nature from, or greater so specified extent any advance is not different in than, the nature and at the time in the declaration or loan is made.
Declaration of interest.

44.

(1) A director of a licensee in any property any i�terest functions under this Act are likely personal of that office shall declare or interest interest whereby, directly or has who holds any office or indirectly, his with his and extent thereof.
to be in conflict at a meeting character to the directors the nature, (2)A declaration required under this section shall be made - (a)at the first meeting of the directors that is held by the declarant of that after the acquisition relevant office (b)if the declarant after he becomes or interest; was not at that time a director .

or a director, A.D. 1986] OFF-SHORE BANKING [No- 6 19 45.
A director to in section of a licensee 43 or 44 shall - referred who has declared any inter2st ::it::/f� n. (a)cause the declaration made by him thereunder to be brought of the directors after it was given; and up and read at the next meeting (b)cause the dec:aration to be recorded in the at which it was made minutes or read or both.

of the meeting 46.

A director 44 or 45 shall be guilty viction twelve months or to both.
to a fine of ,two thousand of a licensee of an offence who contravenes on summary w,1- and liable for or to imprisonment section dollars 4:t Offence.

confidential information�nslder mforma on.

tt • • who has acquired - coucernmg 47.

(1) A ·person a hcensee (a)as a director.


the licensee; (b)as a custodian (c)as an employee or of the Bank, officer, of the licensee; employee, or auditor of shall not disclose mitted under subsection personal formation that information (2) or not related to the duties was acquired.
benefit use that information through which the in­ to any person except as per­ for any fidential (2)Subsection information : - (1) shall not apply to the giving of con­ (a)when the information is a general that is supplied of the licensee by a director, following ratir,g officer credit a bona fide of a person or employee business request; (b)when the information authorisation presentative; of the beneficiary or his legal re­ is given with the written (c)when the information to be by an order of the High Court; or is lawfully disclosed required (d)when the information is lawfully disclosed pur­ suant to any other enactment.
.

(3)A person who contravenes (1) shall be on summary conviction subsection and liable to a f me nment for twelve months dollars or to impriso gmlty of an offence of two thousand or to both .

flJO 20 Ne•.

6] THE LAWS OF GUYANA tA.D.

1906 (4)In this section concerning of a depositor, or the assets, of a trust, or concerning means in-• information" settlor liabilities, ·'confidential the identity 10rmation beneficiary transact '-'ettlor ions or other information or beneficiary of a trust.
in respect of a depositor, 1 Audit and Inspection 1''.m,r.clal 4atc-ments.

48.�l) .\ shall, form - the Bank in prescribed licensee in respect of its business, submit to (a)not later than twenty-one each three month period, of the assets days after the end of a quarterly statement and and liabilities tb) within such time as the Bank may determine, of the licensee; such other returns as the Bank requires.
\2) The Bank may require a licensee information as it considers necessary to submit such for the proper of any statement to subsection within such time and in such manner as the (1); and the further or return furnished information by the further understanding licensee shall be submitted Bank requires.

pursuant (3)The Bank may cause to be prepared aggregating and published all the figures • in the Gazette m the quarterly consolidated statements of licensees.

n�turns Cont1den­ tlallty.

return 49.


(1) No statement, to the affairs by or information shall be required of a customer of any particular the Bank with respcct licensee.

(2)No statement, Peturn by a licensee in respect of its business than - to any person oth.

::r mitted or disclosed or information furnished or sub­ shall be communicated (a)the Bank.
the Minister and such public and officers other persons as may be prescribed; (h)any pc"rson authorised by the Minister in writing the information any offence for; or or the is r.::q uired for the investigation prosecution of any person there­ when of (c)as provided in the case of a return made under sec­ tion 48(3).

(3)Any person who contravenes (1) or (2) shall subsection on summary conviction to a fine for twelve months or or to imprisonment be guilty of two thousand both.
of an offence and liable dollars 21 J.01 AD.

1986) OFF-SHORE BANKING [No.

6 p�riod in the Gazette 50.

(]) Not later than four months after the close of its financia a licensee as the Minister shall in Guyana.

and in a daily ncwpaper in 1each of its offices in Guyana, copies and branches of its balance sheet and pro:fiit and tire full and correct names of the directors year or such loni:;;:;r publish and exhibit and forward �d loss account the licensee.
to the Minister, thereafter cirulating may allow, of l Publication of balance sheets.

(2)The balanoe sheet and the profit sha!JI and Joss account bear on its face the oertificate of an auditor.

(3)When a licensee in respect only of the off-shore is a qualified foreign bank this section done by the licensee.
banking applies (4)A licensee and liable for each month during which the offence on summary convicition this section shall be guilty to a fine of three thous­ that contravenes an offence and dollars continues.

of 51.

An auditor of an association body approved who is .in good standing or public accountants as a member Qualified '·"dit,,r.

or other similar association.

by the Bank as a reputable auditing of chartered is a person 52.
(I) The annual balance sheets and accounts of a licensee be audited at 1east once in every financial by the licensee the Bank.

from a list of auditors y,ear by an auditor maintained and published �hall :��af�g.

appointed by (2)It shall be the duty of the auditor to (1) to submit a report to the shareholders appointed of the licensee pursuant t,,llhsection and to the Bank.
(3)The report of the auditor all the information in his opinion whether shall state whether and explanations the balance the auditor he needed and in sheet and accounts and liabilities of the a true and correct view of the assets as at the date of the statement, and the income and expendi­ has obtained addition state exhibit licensee ture of the licensee for the year then ended.
(4)It shall be the duty of the auditor where the operations of the licensee to note in his report might not in the the requirements of the auditor be in compliance with .the conditions of the licensee's of this or it� licence any instances opinion Act, the regulations, memorandum or articles of association.

(5)The report of the auditor to the shareholders shall be read with the report at the annual meeting of the of the directors licensee.
(6)A copy of the repo�t of the auditor the licensee • be published in a conspicuous place at its offices in the Gazette.

by the auditor shall be displayed in Guyana and shall by .102 22 No 6i THE LAWS OF GUY ANA [A.D. 1986 (7 J If the Bank has reasonable with the annual repo11t of an auditor Bank may appoint another auditor grounds the to make an independent for not being satisfied by a licensee, report.
appointed (8)When a licensee fails an auditor the Bank may appoint pursuant to an auditor who has all the powers to appoint appoint..:d by the licensee to carry out an audit.

this section, of an auditor (91 The remuneration of ,an auditor shall be paid by the to which h: is appoinL:d licensee under subsection (8), his remuneration Bank determines.
and, if the auditor is appointed shall be such amount as the (10)ln the case of a licensee this section the licensee but subject applies only in respect of the off-shore that is a qualified banking of its licence.

foreign bank done by to ,the conditions Prohibite;:.

auditors.

53 he - No person may be appoims:J an auditor of a lil:ens� if (a)has any proprietary interest in the licensee.

(b)is a director, ate of the licensee.


or agent or the licensee the meaning or of an affili­ of Part V or within (c)is an of£icer or ornployee of the Bank.

Examino tion bv Bank 54.

( 1) When the Bank has reasonabl e grounds to bdieve thai: a licensee in compliance for an order lo examine is not in a sound financial condition or that it is not ac.t.ing with this Act.

the Bank may apply to thl' High Court the affairs of the Jiccnsoe.
of this (2)The High Court may, having regard to thl" purposc\ Act, grant an application tions as the High Court considers under subsection (1) su bj,ect to such condi- in all the circumstances appropriate Powers o:· examiners 55.

(1) Subj,ect to subsection appointed under section l�xamincr fixes.

the examiner other documents business concerning generally its affairs {2), a licens0c shall produc,e 54 by the Bank, at such time as vouchers and liabilities and cash.

securities.
securities.

to its assests, for an all books.

minutes, and record:,; ndating and shall give the examiner such information and business as he may request.

(2) An examiner may not have access to, nor shalt he be given access to, the name or the account any settlor strument be kept secret.

or beneficiary or the name of of any depositor or in· if the deposit agreement that 11 as the case may be, has directed of a trust, creating the trust.

Access by court order.

56.

Notwithstanding section h 1· .


f h B k d h d .

t e app 1cat1on 55(2), the o t e an , or er t c pro uct1on of information High Court may.

on A.D. 1986] OFF-SHORE BANKING [No.

6 23 .t O 1 under that section protected in the public interest his functions of acquiring under this Act and that there are no other lawful means the information.
if the court is satisfied that it i� required for the proper performance by the examiner of 57.If any of the matters · or t e m ormation 1 · h h · f by the licensee, produced, examiner on summary conviction liable to a further in addition, during which the offence the licensee shalJ ,be guilty to a fine of five thousand fine of five hundreld dollars continues .

55 are not Offence t · t th and penalty of an offence and and, dollars for each day referred to in section · re atmg t ereto 1s no given o e 58.
(1) When the Bank is of the opinion that the licensee or is in an unsound financial that an examination on its business in an the Bank condition, is carrying of a R�media1 action.
indicates licensee unlawful manner may- (a)require that the licensee immediately as ·the Bank considers necessary; take such re­ and medial measul'es (b)with the approval of the Minister - (i)appoint a person, who in the opinion has had training and experience of the Licensee on the action or concerned of the Bank to advise the licensee to be taken to remedy the situation; in the business (ii)suspend the licence of ithe licensee for a period not exceeding three months.
{2) A person appointed under subs,ection (l)(b)(i) shall be whicl1 as the Bank may determine, paid by the Bank such remuneration remuneration shall be charged to the licensee concerned.

Offences 59.

(1) A person who does off-shore banking from wid1rin Guyana Unlicensed during any period in which he does not hold a subsisting this Act shall be guilty to a fine of fifty thousand of an offence and liable banking.

on summary conviction dollars.


licence under off-shore (2)A person who holds any funds obtained from doing an off-shore business he did funds m accordance .

not hold a sub�isting from within Guyana during any period in which licence under this Act shall repay those with the dil'ection of the Minister.

60.0) A licensee that engages in advertising practices that are Misleading .

advertising likely to mislead concerning _ No.

6] THE LAWS or (;UYANA IA.D.

1986 24 ra) the rda,ionsh,p ,H· tlic iic.


:nscc: Guyana.

the Bank or any depart \vith ,he Go\ernment men'.

or office 1 hcreof: of lb) the true interest (c)the true return� rate paid on deposits or charged on credit; on the management of investments; (d)the insured litie\ Oi' guaran,ccd or of investmen'.s .,talus managed by it: or of Jcp,::,i: or other liabi­ (c) : he shall be guiitv ,:nc ,Ji thrcc th,1usand d,)lhtrs.

Lnanl'lal of an off,]111 �o,1d:L!on e and liable oi' th.
: designated institution on summary conviction 1 to a {2) A ti..:ensee shall, in resp,xl of all ib advertisements of its business.

- with copie.� furnish the Bank 1a) six months after the first issue of its licem:e under this Act: and {b) thereafter at ,ix-month intervals.

t<'alse state­ ment and 0l'stroctlon.

.v1th .intem - to deceive 61.

A director, officer, employee or agent of a licensee who '[a) niakes any fab.o 01· n;.
:Jeading �tatemem book, account, record, or omits a statemc-nt or report or statement of the license 0r entry that should be made therein; • or entry in a e (b)ohsauds (i)the carryit1g under this Act, or out by an auditor of his proper function , ii) the exai;,;11:,tion of a licensee as require d pursuant to this Act, �haJJ be guilty fine ,,f tv.o th,rnsand of an offen..:e and liable do11ar, or imprisonment on summary conviction for five years or to both.

to a General Extending time.

62.


At the reque�t urne within wh:::h an;, 'kensee under thi, Act shall he sent 10 the Bank.

,J,·,iurn.

:n· ul a li1:ensce, ,,r information required from the the Bank may extend the f'n',llcaUon .,, 'nforma­ th,n.

61.

(1) Subject to ,ub:.2;:ti0n 1,?.

), to it under this Act.

the Bank may publish any in­ fornrntion furnished be publi\h,:d (2) No infor111a:i011 , OllL'-'rning ll'ight tl,:i• the business disclose of a licensee shall of • the individual hy the Bail!
: affairs A.D. 1986] OFF-SHORE BANKING [No.

6 25 a lieensee or of a person whose interest is 55(2) without might be disclosed by the publication.

the pl1ior writ,en consent protected by section 49 or whose interests of all persons 64.

(1) All licensees during the prescribed to be closed under subsection (2).
shall be obliged to remain open for busi�1e% !�;;�e:e. hours on days on which they are not reqmred (2)The Bank may by notice declare the days on which licensees or not those days are public whether are to be closed to business holidays .

(3) Any p11ivate obligation that may only be fulfilled at the and that falls due on any day or at a particular premises of a licensee hour on which the licensee for the purposes be deemed, tlhe first business licensee is closed.
is dosed to business of that private under this section shall obligation, of the day on which the to fall due on day after the expiration 65.

Subject to negative resolution of the Minister, of the National Assembly, make such negulations Regula:io ns.

of this Act and, in particular.
may the Bank may, with ,the approval for the purpose as arc necessary make regulations - (a)11especting the operation of common trust funds; th) respecting the information trust accounts of licensees; to be recorded in relation to (c)prescribing controlled by residenus of Guyana; the manner of proving that a licensee is not (d)approving the manner of using, property or funds outside and investing or managing any or within Guyana by a licensee: (e)in respect of such acts, matters or things as arc require d by this Act to be prescribed.
66.

(I) Subject to subsection may, without' the approval of the (2), no person other than a licensee Bank, use the word - use '.

)f "bank" 0n names.

(a)"bank" or any of its derivatives in any language; or (b)any other word indicating the doing of off-shore hank- ing from wiithin Guyana, in the name, description _or intends business presentation advertisement.

to that effect to carry_ on business on in Guyana or make any re­ paper, notice or or title under which that person carries m any bill head.
letter .1 tJ fi 26 No.

61 THE LAWS OF GUY ANA (AD (2)Subsecti on (1) shall not apply - Cap.

85:0L (a)to a bank licensed Act: under the Banking (bJ to a ..:ompany that is applying under for a licence this Act as a licensee: (c)to such person a� the 13ank may exempt from the of subsection provisions (1).

(3)A person who contravene� subsection and liabk on summary conviction (I) shall be guilty to a fine of five of an offence thousand dollars.

PARTlV Wl�mNG liP LICENSEES ,-i,lun1 ar,y winding up 67.
(I) Except v11lh the prior written approval of the Bank no licensee may be wound up voluntarily.

(2) Approval winding be given by the Bank only if it is satisfied that -- for a voluntary up or a licensee may (a)the licensee is_ solvent repay its depositor� and and has and other creditors without delay: _sufficie _nt assets to • (b)subject to subs:edion (3).

the winding by the ho1ders of at least two-thirds up has been of the approved ouManding voting sha11es of the licensee.
(3)Where the Bank finds in respect danger of its insolvency the Minister of an emergency, of a licensee that there and ce11tifies to the Minister the for may waive the 11equirement up of the licensee voluntarily approval of the winding is imminent existience shareholder if - (a)the winding through to another licensee; and up is to be effected the sale of any of the assets in whole or in part of the licensee (b)the deposit liabiliti,es of the licensee to be wound up are to be assumed by that other licensee.
Voluntary winding up started.

68.

When a licensee voluntary winding receives shall - up, the licensee the approval of the Bank to its (a)cease to do business as is necessary for an orderly immediately and retain only such staff up; winding (h)r::pav its depositors and other creditors: and 27 107 A.D.1986] OFF-SHORE BANKING [No.

6 (c)wind up all operations under.taken before the receipt of the approval to wind up.
days of the reooipt of the approval of voluntary shall be sent by up of a licensee, .the pnescribed a notice information, of the N!Jtice ot winding wmcllng up.

thirty 69.

(1) Willhin Bank to the winding up, which shall contain the licensee, depositors interest in the prescribed manner or by personal and creditors of the licensee and other persons service, to the having any in its funds or other property.
(2)The notice described in subsection in a conspicuous (1) shall also be pub­ place on the premises lished in the Gazette of each office or branch of the licensee and placed to be wound up.

70.

(1) The approval of the Bank to the voluntary affect the rights up t,;ettlement winding or et claims.

of a depositor shall not adversely of a licensee other creditor of the licensee the rights of the licensee to settlement of any person having an Jnterest to settlement of that interest.
in full of his claim nor in the funds or property (2)All claims made by persons described in subsection (1) by the license e concerned within such time as the Bank shall be settled may determine.

71.

(1) The assets of a lioensee of ,the claimants being vo'1untarily described of the licensee wound up that Dlstl'l.bu­ in section 70 are �;;�ai�ng in proportion -ta.

among the shareholders remain after settlement to be distriburted to thetlr respective rights.
(2)Notwithstanding of a 1icensee may be made - subsection assets maining (1), no distribution of the re­ (a)befo11e all claims of depositors and other creditors claim, or, in the oase of a dispu,ted have been settled before the lioensee sufficient under that claim; funds to meet any liability has deposited with rthe Hank that could anise (b)before any funds tha:t a11e payablie to a depositor or who has not made his claim have been other creditor deposited with the Bank; or (c)before any funds or property could not be r,eturned, to the persons who have an interest deposited with with the relevant or transferred held by the licensee that with section 70. in accordance therein have been ,to the Bank, together records.
72.

(1) If the Bank det,ermines that the assets of a licensee that Interruption is being voluntarily wound up are not sufficient for_ the full discharg e ��.,ct,ng ,ip.

108 28 THE LAWS OF GUY ANA [A.O.

1986 of the obligat Ninding ment and control '.he premises r he offic-:s ions of ,he license: lff that the completion of such a up is heing unduly delayed, or the lic,'tl';e: hy po.,ting of the liccn-,ce and h\ rutting th.
: Bank may ,eizc the manage- to that effect ,,f the Bank into a notice officer, on of ; he i ioc•ns:e. , 2) When the Bank ·,:i1es under suh'>e�tion (OlllpL, 1c\.

:1isc.c 0r t !

":: n :1ccordanu� l •,1.1r:, wiml with this Act.

(I) it shall immcdia:cly ng up ,,;-,he· : icen,cc die management and control of a begin proceedings m its :-e-orgaMisation .. 1n 13.

(I) '.

'Jo!witll.\!rtnding s,cdion ·-,dzure dller caseE.

"!1c 1\1ini,t,::.
"!1c 1\1ini,t,::.

icensec 72. upon giving prior notice to and control lh� ma11<u!-:1ne11t namely -- �·ir,.·unhtan,>��.

of a in any of the i",)lim;.i,1:; the B:rnk lil:l'.

•.

:i/2 a)·,vhcn the r.:a!inhlc \alu.
: of the !i1.·cnsce·s is less than the aggregate and capital accounts of its liabilities suggests financ·ial 1r the licensee\ ,·ondition ,honly he in tk;t c :r,·,:nhta111.·e; that it will assets 'f-,) ,vhen ih husincss is h,'ing u)nducted in ,tn imprudel\t i1a11ncr :\ct: or is not hclllg conducted in accordance with this r, shcn the li,·:nsc,� :-dusc, ··:L·nrd, an auditor ,q·,;mintcd "':' or ,111 1.�,,:11,i;·,:;- <1r 011:rct; :"'" hy unda section under ,ection 54; or to ,ubmit to inspection appointed of its 1d) when Act.
its li,:.

':1':e ha, hec·n revoked or st1spemkd under this :') -\ ,,:i1L1n: o: 1h-: ;;1<1na h cf!

"c,:ted of the liu:nsec and h\ pla,:ing .

;ndcr this '-cc·tion by putting iwemiscs n!· I,, ,;,,.ign;ttin:!

)ffices or 1h,, lic,.

;11s,'e ,ffiurs of the Bank or iiy IH)'.1, a notiL·e offic,ers offi,·ers of a licensee on the to that effect of the Bank into the of the licensee .cicn;c11t and control measures.

s11L·ii to he 131 \ 'iL·cnsc,: 1m1ccedi11gs ,, ".

'ri :J ',> a ,cirnrc in th.'


; ;· Court for rccoverv n.,titutc ·,on am!

,·cwtn,1 1.1ch 01der in r.:'.

!h'l"l ti;cr,:io he: purp(l":' nr ;lv iw.titu1ion· :t, Id .f ,e,•ms of thi, \d.

under this scction may of the aclministra­ ·ind th,: Higl� Court may make with just and L'Onsistcnt 0.1ty vf Bnok.

74.

Withi11 da:, ,tit<.


:r the !hirl\ of a i: ·.,n· '� Bank has seiz,;:d this Act, the Bank shall begin t•nder the adminis- anJ ·:-,ntrol ,:1tion p:·occcdings in the Hieh ( ·,\:;•( ia) ,ur 1he dlmpu1 ,P1 \ wi,,Jing up of the lioense,e; or Cb) hr the re-oF,ani,;n;on of the licensee, 29 109 A.D. 1986) OFF-SHORE .=B.:..:A:.:..N.

:.K:...I_N_G 75.
:.K:...I_N_G 75.

Proceedings be by way of application order - under section 74 in respect_ to the High Court which thereupon of a licensee may ______ [_N_o_,6 may ��r c!urt (a)the compulsory winding up of the licensee; (b)the re-organ isation and conditions of the licensee subject as the court may determine; to such terms or (c)the return of the management and control to its shareholders, safeguards necessary for the purpos·es of this Act.
or conditions, directors and officers of the licensee: to such subject if any, as the court may consider 76.

(1) After 'the Bank makes an application d .

75 .

- un er section m re at1on to a 1censee, of the application I .

1· .

h II f h .

1t s a ort wit give no ice h to the High Court Nottce of ' application.

t .

(a)to the directors and shareholders of the licensee; and (b)to the depositors and other creditors of 1the licensee.

77.
77.

(1) If ·the High Court orders the compulsory re-organisation 75, the High Court shall appoint Court and to supervise the winding of a licensee pursuant winding up or Afp� tment under section ° c od1an.

to an application to the a custodian ,e. of the licens•:: up or re-organisation to be responsibJ.e (2)The Bank or other suitable person may be appointed as the custodian under subsection (1).
(3) If the Bank is not appointed custodian, it may contribute to the fees payable remuneration for his services.

to the custodian appointed under this section as 78.

(1) In respect •the custodian has the affairs of the lioensee.

the exclusive of the licensee for which he has been appointed, power and duty to manage and control Functions 01 custodian.
\2) Whhout limiting his powers or duties under subsection (1), the custodian may, in respect of the licensee appointed - for which he has been (a)continue or discontinue its operations; (b)stop or Hmit the payment of its obligations: (c)employ staff; (ii)execute any instrument in its name; 1 1 0 30 No.
6] THE LAWS OF GUY ANA [A.D. 1986 (e)initiate, defend and conduct proceeding to which the licensee in its name any action or is or might be a party; (f) end the seizure and and shareholders; of the licensee by restoring it to its directors (gl re-organise or wind up the licensee in accordance with this Act.

Inventory of asseta.

79.


(I) After assuming the management and control the custodian ward a copy of the inventory shall fortwith make an inventory to the Registrar of its a�sets of the Supreme of a licensee, and for­ Court.

(2) The copy of the inventory forwarded to the Registrar shall he: kept persom a,ailable at all reasonable times for the inspection of interested Effect of seizure.

80.
When the: administration and control of a licensee is seized under this Act (a)any statutory, the expiration would expire from the date of the seizure; co11tractual or other term or condition of which a claim or right of the licensee on or be extinguished is extended by six months (b)an attachment tenoe during the six months immedia:tdy seizure, or lien, other than a lien that was in exis- • the or lien, other than of this in the application during of the licensee and no attachment by a custodian a lien created Act, attaches to any of the assets the period the seizure continues: is vacated preceding and (cl a transfer of any assets of the licensee of its insolvency that is made after with intent or seizure or in contemplation a preference to effect is void.
Execution against asseta.

8 I.

No execution may be returned against the as::iets of a whose administration has been seized as the High Court may order in respect licensee except suL·h dfectc:d to a judgment pursuant for an amount not exceeding that was rendered or control five thousand dollars.

under this Act before the seizure of an execution Re-organiaa· tton.

82.

(1) Where the re-organi�ation of a licensee has been ordered by the High Court.
the custodian tion and deliver creditors restitution of the licensee a copy thereof or payment of their claims.

shall develop to each of the depositors a plan of re-organisa­ and other full not receive who under the plan would (2)The copy of the re-organisation plan shall be accompanied by a notice requiring that objections to the • to the plan be delivered AD.

1986] OFF-SHORE BANKING [No, 6 31 custodian been delivered not later than thirty under subsection days after the last of the copies (1).
have (3)If within the time limited therefor in writing by subsection to the re-organisation (2) the custodian does not receive from persons who in the aggregate amount of deposits may carry out the re-organisation and other liabilities object,ions plan referred of the licensee, the custodian (1).
to in subsection hold at least one-third of the total or more of the persons (4)When an objiection from one-rthird the custodian until such ,time as fewer than one-third subsection the time limited the matter back, at any time, to the High Court for further (3).
plans in like manner described or he may refer to the re-organisation described re-organisation of the persons therefor plan is received in subsection shall submit further (3) object within in directions (5)The High Court may extend the time Limited (2)and upon cause shown may exempt the custodian the plan to some or all of the persons mentione by subsection from delivering d in subsection (1).

of a i1�1:i�ents by the custodian ,,,., 83.


A re-organisation 1icensee shall plan developed so far as it is practicable to do so - (a)be equitable to all classes of depositors; (b)provide between - ratios for bringin g in new funds to establish adequate (i)capital and deposits; and (ii)liquid assets and deposits; and (c)provide for ,the removal employee responsible of :the licensee.

rthe seizure of any directors for the circumstances or or any officer that led to 84.
If, in the course that circumstances of the re-oganisation of a licensee, render the plan or its executi0n i.t appears Modiflcau n 0 of plan.

he may apply to ,the High Court for an order - to the custodian undesirable, (a)to modify the plan; v� (b)towind up the licensee compulsorily; 85.

(1) Where the High Court under section up of a licensee, 75 or 84 orders appointed the Compulsory winding up.
the custodian (2), perform therefor the functions ot to subsection winding compulsory by the Court may, subject the licensee.

(2)The custodian of a licensee described in subsection (1) may not without an order of the High Court to do so - No.
6] ---------------------------------- THE LAWS OF GUYANA [A.D. 1986 (a)sell any assets or transfer any property of the lioensee has a value exceeding one hundred thousand that dollars; {b) create a security interest licensee to the licensee; in favour of a creditor in any asset or property who extends new credit of ,the {c) compromise exceeds one hundred any claim the amount of which or dollars; thousand or release {d) pay any claim other than one in respect of an obligation incurred up functions has been approved by the custodian in the exercise of his winding before the schedule referred to in section 91(c) hy the High Court.
Termination of employ• ment.

86.

Subj,ect to any law of Guyana governing of a licensee conditions of em- by the that has been ordered not later than wound up shall terminate the custodian ployment, High Court to be compulsorily nine months after the order of the High Court - (a)any employment contract of the licensee; (b)any contract for services to which the licensee is a party; and (c)any obligations of the licensee as a lessee of property .

flight of lessor, 87.


A lessor of any property referred to in section 86 - (a)shall be given notice of not less than ninety days of the intended under; termination or the obligations of a licensee there· (.b) has no claim for rent thereunder on the date of the termination licensee; and other than rent accrued of the obligation of the (c)has no righ, to damage, hy reason only of any terminati on tanding any term of the obligations of the lease to the ccntrary.
of the licensee, notwiths Settlement of trust accounts.

88.

It shall be the duty of a custodian to be wounJ up to take such action as is necessary of the licensee all the trust functions of a licensee that has to its trust and to settle been orde11ed terminate accounts.

Statement of account.

89.

(1) Within sixty cfav� after the granting up of a licensee.

to anv depositors the custodian and other creditors.
lessees of shall deliver of an order for the a compulsory statement safe-deposit winding of account hoxes and anv h:1il0:� of property held by the licensee .

AD.

1986J OFF-SHORE BANKING [No, 6 33 (2)The statement of account is a statement of the nature and (I) is amount for which a claim of a person described :in subsection shown on the books of the licensee.
is to be made on a date specified in (3)A notice specifying of account than sixty days after the delivery and invi,te of account statement bailors to withdraw of property person.

to the sta:tement tha:t any obj,ection the notice, of the notice, shall accompany of safe-deposit the lessees their property from the licensee not being later the boxes and in (4)The High Court on applicatio n of the custodian for cause shown may exempt the custodian account to any person mentioned in subsection (1).
from delivering a statement of 90.

(1) When the contents of any safe-deposit box maintained by ;�!tents of that is being compulsorily a licensee drawn before section 89, the safe-deposit by the custodian of the the expiration I icensee.
of the period specified wound up have not been with- in a notice under box may be opened in th� manner specified (2)The contents (I)and any unclaimed gether with any inventories to the Bank and held by it for ten years unless person entitled of a safe-deposit property pertaining held by the licensee thereto, to­ shall be turned over sooner claimed by a thereto.
box opened under subsection as trustee, (3)On the expiration of ten years from the day any property was turned over to the Bank under subsection comes abandoned property.

(2), the property be­ 91.

Not later than ninety days after the last day specified in Claims .
claims aganist a licensee being compulsorily the notice shall - wound up, the custodian for filing (a)reject anv claim of which he doubts the validity; (b)determine positor under this Act; the amount, or other creditor if any, owing to each known de­ and the priority of his claim (c)prepare actions pulsory for filing proposed winding with the High Court a schedule to be given for the purpose up of the licensee; of the of the com­ (d)notify each person whose claim is allowed in full; and once a week for three consecutive (e)publish, Gazette - weeks in the No.
61 -------·---�---·------ -------------·------- THE LAWS OF GUY ANA 34 (ii a notice of the date and pla..:e where the s.:hedule referred spection: and to in paragraph (c) will be available for in­ (ii)the date.

not being earlier than thirty days from the date of the publication, fik that schedule: with the High Court.

will on which the custodian Objections 92.

(II Within twenty days of the filing or other creditor or other interested person, t ion 9 l, a depositor rnncenh:d, any objc.
:tion to ·in ��dion 91 (c).

he has to any action proposed in the schedule referred of a schedule or shareholder may file with the High under sec- Court of the licensee ( 21 :\ftcr noti..:c as the High Court may require, order thereon partie� objection circumstances.

and make such the High Court shall hear the just in the a� it considers �crvcd on the ..:ustodian and 0.uch interested (3)When the High Court allows :rn objection, the order shall �et out the manner in which the schedule is to be modified.
91 (c) referred to in section Distribution of assets.

93.

(I) When a schedule the custodian may of a licensee, claimants against by the High Court, if the custodian for the payment the licensee of disputed claims against has been filed under section make a partial 91 in respect to the • distribution or allowed whose claims are distributed reserve establishes an adequate the licensee.

(2)As soon as pratica ble after all objections against the dis­ proposed tribution final distribution by the custodian.
by the custodian have been heard and determined, of the as,ets of ,the licensee concerned shall be made Priority of claims 94.
(1) The following claims have priority against the general assets of a licensee being compulsorily wound up under this Act - (a)firstly, the custodian the necessary and in carrying reasonabl,e out his functions expenses under this Act; incurred by (b)secondly, ployees immediately this Act: the wags:s and salaric" of the omcers and em­ of the licensee preceding that accrued during the three months under of the licensee the seizure (c),thirdly, any moneys owing to the Government of Guyana; (d)fourthly, the fees and assessments owing to the Bank; (e)fifthly, the savings and time deposits in amounts not ex-· cecding five thousand dollars respectively; and AD.
1986] OFF-SHORE BANKING [No 6 35 1 1 5 (f)sixthly, the other deposits.

(2)After payment of all other claims against at such rnte as the High Court determines.

the licensee that were not filed within the time limited the licensee, all remaining with interest claims against therefor under this Act may then be paid.

(3)Where the amount available specified of cla1mant sufficient to provide amount available rata basis among the claimants shall be distributed in that class.
in this section payment in full to all claimants in respect to pay the claims of any class of priorities is not in that class, the by the custodian on a pro 95.

The assets of a licensee remain after the final distnibution shall be distributed license e in proportion to their respective by the custodian rights.

being compulsorily to claimants 93 assets.

to seotion among the shareholders wound up that Left over pursuant of the 96.
(1) Any funds of a licensee this Act that remain unclaimed tion 93 and not subject to distribution this Act shall be deposited licensee.

being compulsorily wound up under Al>andone<1 after the final distribution under any other provision under sec-fuDds.

of with the Bank by the custodian of the (2)Funds deposited by ithe Bank for ten years unless thereto.
with it under subsection (1) shall be held earliier claimed by a person entiitled (3)On the expiration of the ten years referred those funds remaining to in subsection unclaimed become (1)in respect of any funds, abandoned property.

97.

(1) When all the assets of a licensee being wound up have been Completion diistributed render an audited statement to the High Court.
or dealt with as requined by this Act, the custodian shall ��-w1 nding {2) If the High Court is satisfied in respect the Registrar of a licensee of the Supreme Court to stnike with the audited statement being wound up, by :the custodian rendered it may by order diJ'lect off the name of the licensee Companies Act and publish from the register notice thereof of companies under the in the Gazette.

Ca1>.
Ca1>.

89:0l (3)When its name is struck off the register of companies the licensee is thereupon dissolved and its Iicence under this Act is revoked PARTV SPECIAL TAXING PROVISIONS 98.

(1) A licensee is controlkd individual, trust or government, by another company or by an control oE lioensee, time it is effecbively if at the relevant No.

6) THE LAWS OF GUY ANA - - fA.D.
1986 36 controlled trust or government directly or indirectly - by that other company, individual, fo) through dividual, being an associate trust or government; of that other company, ine (b)through being an affiliate of that other company; (c)through the holding incorporated body, hut subject to subsect ion (2); of shares of an incorporated or un­ (d)through body; the holding or membership in an unincorporated {e) through voting trusts or other agreements relating to the voting of shares: {f) through the holding standing borrowings of a significant of an unincorporated portion body; of the out- (gJ through (h)through any other ,imilar or dissimilar means.
management control of an unincorporated body; or {2) A company is controlled company that carry voting rights directors by way of security only.

by or on hehalf of the company ar� held, directly or indirectly, to elect a majority of the other than of that person.
sufficient by a person if shares of the (3)When used to indicate a relationship with any person ''asoociate" means - (a)a company of whid1 that person beneficially owns or con­ into shares or indirectly, trols, directly convertible of the voting rights or the occurrence continuing, purchase shares or securities more than thirty per cent under all circumstances of an event that has occurred exercisable or by reason and is or convertible or a currently securities; those shares; carrying option or right to current!\ (h)a partner of that person acting on behalf of the partner­ ship of which they arc partners; (c)a trust or estate in which that person has a substantial or in respect of which he serves as a beneficial trustee in'.crc,t or in a similar capacity; (d)a spouse or a child of that person; or (e)a relative of 1 ha1 per;on or of the spouse of that person if the relative has th0 same residence as that person.
(4)For the purpose of this Part - A.D. 1986) OFF-SHORE BANKING [No-6 37 (a)one company is aHiliated with another company ir one of them is the subsidiary subsidiaries of the same holding them is controlled of the other or both are company or each of by the same person; (b)if two companies are affiliated at the same time, they are affili,ated at tha:t time.

with the same company with each other (5)A company is the holding company of another if that other company is its subsidiary.
(6)A company is a subsidiary of another company if it is controlled by that other company.

Tax Exemptions 99.

(1) Except as provided gains tax or other direct the profits does from within Guyana.

or gains of a licensee by this Part, no ·income tax, capital tax or impost shall be levied in Guyana upon from tax.

,in respect of the off-shore banking it Exemption (2)Except as provided by ,this Part, no income tax, capital gains tax or other direct respect securit,ies or by a non-resident.
of any diVJidends tax or impost shall be levied or earnings attributable in Guyana in to the shares or of a licensee that are beneficially.

owned by another licensee (3)Except as provided inherit tax or impost shall be levied in Guyana in re­ by this Part, no estate, ance, or similar succession spect of any shares, securitiies or assets owned by a person who is a non-resident.
of a licensee that are beneficially (4)Except as provided by this Part, no tax, duty or impost shall be levied assets in Guyana of a licensee.

upon the increment in value of the property or other 100.

(I) Except as provided by this Part, no tax, duty or other Transfer of assets.

upon a licensee, its shareholders or transferee., imposts shall be levied in respect assets of the transfer w another licensee of all or any part of its securities or to a non-resident.
or other (2)Where a person who is a non-resident or a licensee trans­ fers shares another fer is exempt from the payment of a licensee that are held by that person or licensee to person who is a non-resident or to another licensee, the trans­ of any tax, duty or impost thereon.

(3)Except as provided by this Part - (a)no income tax or capital gains tax: and J 1 8 38 No.

6] THE LAWS OF GUY ANA [A.O.


1986 tax or impost, or other returns (b) no other direct shall be levied or collected interests borrowings dividends, deposits who is a non-resident: the licensee.

or other borrowings of a licensee interest in Guyana in respect of any dividends, securities, managed by a licensee if the from any shares.
or any assets deposits or other or other returns are in respect or assets beneficially of sha1_1es, owned by a person ownership lies upon but the onus of establishing securities, Withhold· ing tax re dividends, etc.

Cap.

81:0l.

101.Notwithstanding any provision licensee returns licensee licensee.
shall withhold payable or in respect any portion to any person in respect holding of that person of any dividend, of the Income Tax Act no or other of any borrowings of the of the shares or securities interest '!

'rust pro· perty t:.\.emption 102.When a trust is established in favour of another person resident is exempt from any tax, duty or .impost trust consist currency solely trust is under the management of foreign of a licensee.
by a settlor who is a non- who is a non-resident, the trust in Guyana if the funds of the and the or foreign securities 'fax on profits.

103.
(1) By way of income tax but in Iieu of other taxes on income, there shall be levied upon the profits and gains of a licensee, at ,the following rates - and paid to the Commissioner of Inland Revenue year, tax in each financial (a)21% on all profits and gains up to ten million dollars; (b)2% on all profits million dollars and gains in amounts exceeding ten dollars; twenty million but not exceeding (c)1{% on all profits and gains in amounts exceeding twenty million and dollars but not exceeding thirty million dollars; (d)1 % on all profits and gain� in amounts thirLy exceeding million dollars.
(2) The profits and gains of a licensee done by it in any financial the statements and returns in respect year shall be determined received by it under this Act.

by the Bank from of the business (3)A licensee that feels aggrieved by a determinat,ion of the Bank under this section may appeal the determination 82 of the Income Tax Act shall apply mutatis to the Board cap.

s1:ot of Review and section mutandis in respect of that appeal.

Tax agree­ ment.

104.


(1) Notwithstanding licensee may enter into an agreement the amount to be paid as income tax ,in lieu of other taxes on income by the licensee of the business 103. a determining it does from within Guyana.

section in respect and the Minister AD.


1986] OFF-SHORE BANKING [No- 6 39 (2)An agreement for any amount i,n lieu of other taxes if it would result in ,the licen _see paying less tax than it would if it were to pay tax pursuant 103. under subsection (1) may not provide to section 105.

(1) When in the opinion of the Minister interest or guarantees before to do so, the Minister regarding the future taxing may by agreement of a licensee as it may require commencing to do off-shore banking from within Guyana.
it is in the public Guarantee, etc.

.

give such assurance (2)An assurance is subject to affirmative or guarantee referred of the National resolution Assembly.

to in subsection (I) 106. ,(1) When a tax lievied in Guyana is in the nature of a service service fees, charge or ut!ility Guyana, a licen� is not exempt from charge for a service provided that charge under this Part.

by the Government of etc.

(2)A service or imposed for the issuance in Guyana.
required or utility charge includes of any incorporati a charge or fee levied or licence on, registration 107.

(1) Nothing in this Part shall be construed to exempt a licensee from the duty imposed under the Stamp Duties (Management) respect of any ,instrument ted or made in Guyana in the course of doing business to 1the duty imposed under that Act.

Guyana and that is l,iable of that Act that is 1execu- the meaning from within within stamp duty.

Act in Cap.

80:03.
Act in Cap.

80:03.

(2)Notwithstanding described in subsection strument receivied in evidence w1th the law for the time being fo force.

by reason any enactment to the contrary, an in­ (I) is not invalid or incapable of being only that it is not stamped in accordance under the Customs by the lioensee in respect may by order exempt a lioensee from all or <.
:ustoms 108.The Minister so much of any duty payable goods imported considers if the licensee concerned are not being made or manufactured essential �uyana aJ.

?-d are not merely goods that will be used up or expended m -th� ordmary Act in respect of any gu:, 82.01 as the Minister that rthe goods of its business the Minister for doing business as equipment course of business.

or fixtures satisfies in Guyana, are from within expedient, a · · 10�.
,(1) Where the Minister service5 of specially tively qualified Guyana and that - from within is satisfied that a licensee shall use the Employee e effec.

b in order to do its business fits.

persons n e (a.)

it is unable to acquire those services in Guyana; and (b)it is unable to retain Guyana without or hire those services from outside being made available, special tax benefits the Minister �mployrnent of those specially an off-shore qualified may authorise persons.

benefit provision for the No.
6) THE LAWS OF GUY ANA [A.D. 1986 40 (2) An off-shore benefit of an employee's prov,ision is one whereby or contractor's salary or foes from a a prescribed percentage - licensee (a) 1s exempt from income or other tax in Guyana; (b) may be paid in a foreign being liable amount paid or any earnings currency \hereon; or to income or other tax m Guyana as to the in a �rust account without (c) may be paid in some other prescribed to income or other tax in Guyana, being liable manner without 1.... ap.

oi:01.
oi:01.

Cap.

86:01. notwithstanding Control any provision Act.

of the Income Tax Act or the Exchange Exchange Con'rol.

110.

(1) The dividends, generated foreign royalties.

or managed by a licensee interest, funds, securities, in the course of are exempt from the provision s of the Exchange Control gains and assets its business Act.

Cap.

8ti.Ol.

(2)Section I 0(2) of Part HI of the Exchange not apply to a person who proposes to incorporate Control an eligible Act shall company.
(3)Part Ill of the Exchange shall not apply to a iiL.:m.

:e in respect Control Act, except section of its off-shore banking • 10(2), 1-iusincss.

PART VI HINTERLAND PROJECT Approval of schemes.

111.

(I) An off-shore a hinterland concerning and utilization to engage in activities shall submit a scheme for development by the Minister.

of Guyana for approval company that intends of the resources project (2)The Minister may, by order, approve as he may think fit to impose.
to such conditions the scheme subject (3)Where any per,011 contravenes any condition under subsection for engagement consequ,.

:-ntial in activities order as he thinks fit.

(2), the Minister may nevoke any approval project and make such in a hin,crland imposed given M,idlfka­ tion of ,,,',VS.

112.

(I) Where a scheme has been approved under the preced:ing may.

hy order which shall be subject to negative the Minister section resolution mentioned modifica:ions.
specify of the National in subsection in the order in rdation adaptations.

(2) shall not apply or shall apply with such qualifications to the off-shore and exceptions as he may company.

As,cmbly, direct that the written laws 41 AD.

1986] OFF-SHORE BANKING [No- 6 (2)The written laws referred (1) are the to in subsection following - (a)the Income Tax Act; Cap, 81:01.

(b)the Income Tax (In Aid to Industry) Act; Cap.

81:02.

( c)the Exchange Control Act; (d)the Companies Act.

Cap, 86:01.

Cap.
Cap, 86:01.

Cap.

89:01, 113.For the purposes of this Part the expressions - Definitions.

(a)"hinterland project" of Guyana relating relating natural Minister means any project to mining, to the development resources in the Gazette; in ,the hinterland or tourism agriculture, of such other or exploitation of Guyana as may be notified by the and or (b)"off-shore company" means a company ted under the Companies to engage in activities by using foreign project.
Act, the obj,ect of a hinterland moneys for the carryin project in Guyana g out of such which is incorpora.

s of which are Cap.

89:01.

PART VII MISCELLANEOUS AND CONSEQUENTIAL 114.

(1) The provisions of the Companies Act relating to the winding Application up of a company shall not apply to a licensee.

of companiea Act.

cap.

w:oi (2)Sections 118 to 122 of the Companies Act shall not apply to a licensee.
115.The Insolvency Act shall not apply to a licensee.Insolvency Act, Cap, 12:21 116.The Banking banking of its off-shore Act shall not apply to a licensee business.

in respect Banking Act.

Cap, 85:01.

117.The Rate of Interest banking of ,its off-shore Act shall not apply to a licensee business.

respect in Rate of �J�rr;t :t· 1979.

118.Sections not apply to a license 3(1) and e in respect Issues of its off-shore 7 of the Capital banking (Control) Act shall Capital busines s.

f�!

:froi, Act.
f�!

:froi, Act.

Cap, 73.04 shall not apply Non-appUca- 119.The provisions of this Act set out hereunder to a licensee that is a qualified foreign bank - ���s1�ns of Act tc QU8lifled No.

6] THE LAWS OF GUY ANA [A.D. 1986 42 20 to 24; (a)sections 41 to 45: (b)sections (c)Part IV.

Passed by the National Assembly on 1986-04-17.

Clerk of the National � F. A. Narain, Assemblf.

(ST: 34 /2/ 15).

(Bill No.

4 / 1986).