Section 37: Statutory corporations

37. Statutory corporations (1) Every statutory corporation shall— (a) have perpetual succession and a common seal; (b) have an office at such place as it may designate; (c) have the rights of a natural person; and (d) carry on all such activities as may appear to it to be requisite, advantageous, convenient or conducive to the attainment of its objects. (2) No member of a statutory corporation or of its controlling body who receives any emoluments from the State shall be deemed to hold a public office by reason only of his appointment. (3) (a) A member of a statutory corporation may resign his office on giving one month’s written notice in that behalf to the person who has the power to appoint him. (b) A member of a statutory corporation or of its controlling body who— (i) has unreasonably absented himself from a meeting of the statutory corporation; (ii) has become insolvent, has assigned his estate for the benefit of his creditors or has made an arrangement with his creditors; (iii) has been guilty of any misconduct or default in the discharge of his duties as a member which, in the opinion of the person who has the power to appoint him, renders him unfit to be a member; (iv) has been convicted of an offence of such nature as, in the opinion of the person who has the power to appoint him, renders it desirable that he should be removed from office; or (v) is suffering from such mental or physical infirmity as, in the opinion of the person who has the power to appoint him, renders him unfit to discharge his duties as a member, may be removed from office or suspended by the person who has the power to appoint him. (4) (a) Every statutory corporation shall sue and be sued in its corporate name. (b) Service of any process by or on a statutory corporation shall be sufficient if made on behalf of the Chairperson. (5) (a) Subject to paragraph (b), no document shall be executed by or on behalf of a statutory corporation unless it is signed by the Chairperson. I20 – 15 [Issue 1] Interpretation and General Clauses Act (b) Every cheque of a statutory corporation shall be signed by the Chairperson and the Treasurer. (c) Notwithstanding paragraphs (a) and (b), every document to which a statutory corporation is a party may be signed by any person nominated for the purpose by the statutory corporation and shall, when so signed, be deemed to be duly executed by or on behalf of the statutory corporation. (6) Everything authorised or required to be done by a statutory corporation or by its controlling body shall be decided by a simple majority of the members present and voting. (7) — (8) At any meeting of a statutory corporation or of its controlling body, each member shall have one vote on the matter in question and, in the event of an equality of votes, the Chairperson shall have a casting vote. (9) A statutory corporation may delegate any of its powers to its controlling body. (10) Subject to subsections (6) and (8), a statutory corporation shall regulate its proceedings and those of its controlling body, committees and sub-committees in such manner as it thinks fit.