Second Schedule SECOND SCHEDULESupplementary
[Subsection 45(2)] Power of Board to make regulations in respect of corporation 1. The Board shall, on or before the date on which any corporation is established under section 45, make regulations in respect of such corporation defining— (a) the purposes and objects for which the corporation is established; (b) the rights, powers, duties and functions of such corporation; (c) the system of management thereof; and (d) the relations between such corporation and the Board and the Board’s rights of control over such corporation. Limitation on power to establish corporation 2. Nothing in paragraph 1 shall be deemed to authorize the Board to make regulations for any purpose or object more extensive in scope than the purposes or objects for which the Board has been constituted or to confer on any corporation any right, duty, power or function which is not within the rights, duties, powers or functions of the Board under this Act. Effect of regulations 3. Subject to the provisions of this Act and of any regulations made under section 62, any regulations made under paragraph 1 shall be binding on the corporation in respect of which they were made and shall have effect for all purposes as if they had been enacted in this Act. Amendment of regulations 4. The Board may at any time amend, revoke or add to any regulations made under paragraph 1 in respect of any corporation. Register of corporations 5. The Board shall keep a register in the prescribed form of all corporations established by it under section 45 and such register, together with copies of all regulations made under paragraphs 1 and 4, shall be open to public inspection at such place or places and at such time as it may prescribe. Winding up 6. (1) The Board may, with the approval of the Minister, by order published in the Gazette, direct that any corporation established by it be wound up and dissolved. (2) Upon the dissolution of any corporation under this paragraph, the assets of the corporation after discharging all its liabilities shall be transferred to and shall vest in the Board. (3) The winding up of a corporation under this paragraph shall be conducted in such manner as the Board may prescribe. Corporations to be bodies corporate 7. Every corporation established under section 45 shall be a body corporate by such name as the Board shall give to it and shall have perpetual succession and a common seal and may sue and be sued in such name and, for the purpose of carrying into effect the project, scheme or enterprise for which it has been established, may enter into contracts, and may hold and deal in or with any immovable or movable property and may do all other matters and things incidental or appertaining to a body corporate not inconsistent with the provisions of this Act and subject to such restrictions or limitations as may be prescribed by the Board in each case. Common seal of corporation 8. (1) Every corporation shall have a common seal which shall bear such device as the corporation, with the approval of the Board, may approve and such seal may be broken, changed, altered or made anew as the corporation, with the approval of the Board, thinks fit. (2) Until a seal is provided by the corporation, a stamp bearing the name of the corporation encircling the letters “PP” may be used and shall be deemed to be the common seal of the corporation. (3) The common seal shall be kept in the custody of such person as may be authorized by the corporation, and shall be authenticated by such person; and all deeds, documents and other instruments purporting to be sealed with the said seal, authenticated as aforesaid, shall, until the contrary is proved, be deemed to have been validly executed: Provided that any document or instrument which if executed by a person not being a body corporate would not be required to be under seal may in like manner be executed by the corporation; and any such document or instrument may be executed on behalf of the corporation by any officer or servant of the corporation generally or specially authorized by the corporation in that behalf. (4) The common seal of every corporation shall be officially and judicially noticed. LAWS OF MALAYSIA MALAYSIAN RUBBER BOARD (INCORPORATION)