In Sri Lanka company establishment is done under Companies Act No 07 2007. According to the purpose of the company type of the company will be decided considering the advantages & disadvantages of it. When considering the registering process of Limited Liability Company it will be done as per the Companies Act No 07 of 2007. It will give the vast description of company registration in Sri Lankan contest.

1. REGISTRATION AND
ESTABLISHMENT
OF A QS COMPANY UNDER THE
COMPANY LAW IN SRI LANKA

2. REGISTRATION AND ESTABLISHMENT OF A QS COMPANY UNDER THE COMPANY LAW IN SRI
LANKA
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3. REGISTRATION AND ESTABLISHMENT OF A QS COMPANY UNDER THE COMPANY LAW IN SRI
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CONTENT
1. INTRODUCTION 3
2. MOST SUITABLE FOR RUNNING OF QS CONSULTANCY SERVICES UNDER SRI LANKAN COMPANY
LAW 4
2.1 WHAT IS PARTNERSHIP COMPANY? 4
2.2 ADVANTAGES OF PARTNERSHIP 4
2.3 DISADVANTAGES OF PARTNERSHIP 5
3. PROCEDURE TO FOLLOW IN REGISTERING A LIMITED LIABILITY COMPANY UNDER THE
COMPANIES ACT NO 07 OF 2007 6
CONCLUSION 10
LIST OF REFERENCES 11

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1. INTRODUCTION
There are different forms of business organizations in Sri Lanka. Most popular business
organization in Sri Lanka are Companies and legislative enactment for Companies is Companies
Act No 07 2007. The word “corporation” is also often used in place of the word “company”. Both
terms mean the same thing. The term used for forming a company is “incorporation”. On
incorporation, the company becomes a separate legal person.
Thus, a company can enter into contracts even between itself and natural persons who had
established it. It can also sue and be sued. This separate legal existence of a company gives rise to
the advantages of the corporate structure for business purpose. Another great advantage of a
company is that it is perpetual. This means that it does not matter if the individual human owners
come in and then leave the company – either voluntarily by selling their shares. Every corporate
legal entity is a separate legal person. Separate legal personality is an indispensable part of the
character of a company .In the eyes of the law the company is a person distinct and altogether
different from its members and it capable of suing and being sued by company name.

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2. MOST SUITABLE FOR RUNNING OF QS CONSULTANCY SERVICES
UNDER SRI LANKAN COMPANY LAW
In Sri Lanka there are numbers of QS consultancy services which provides consultancy to manage
and control costs within construction projects behalf of clients. Considering the purposes and
services it would be more prefer to run a QS consultancy as Partnership Company.
2.1 What is Partnership Company?
A legal form of business operation between two or more individuals who share management and
profits (Entrepreneur Asia Pacific, 2019).
2.2 Advantages of partnership
The partnership has several advantages over the sole proprietorship. They are,
 It brings together a diverse group of talented individuals who share responsibility for
running the business. - When considering the purposes of been a consultant it is more
suitable to take best decision when occurred a problem. While there are considerable
professionals in the company it will be more help to take best decision
 It makes financing easier - The business can draw on the financial resources of a number of
individuals. The partners not only contribute funds to the business but can also use
personal resources to secure bank loans.
 Continuity need not be an issue because partners can agree legally to allow the partnership
to survive if one or more partners die.
.

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2.3 Disadvantages of partnership
There are some negatives too.
 Partners are subject to unlimited liability.
 Being a partner means that you have to share decision making, and many people aren’t
comfortable with that situation. Partners often have differences of opinion on how to run a
business, and disagreements can escalate to the point of actual conflict; in fact, they can
even jeopardize the continuance of the business.
 In addition to sharing ideas, partners also share profits. This arrangement can work as long
as all partners feel that they’re being rewarded according to their efforts and
accomplishments, but that isn’t always the case.

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3. PROCEDURE TO FOLLOW IN REGISTERING A LIMITED
LIABILITY COMPANY UNDER THE COMPANIES ACT NO 07 OF
2007
The private limited liability company can’t have more than 50 shares. The applicant cannot be a
director and company secretary at the same corporation. If the company have more than one
partnership, one of the partners can act as company secretary.
Required Papers for Company Registration
Form 1: Section 4(1) of Companies Act No. 7 of 2007 (registration of an LLC company). It is
mandatory to fill up the FORM with the following information— the name of company, type of
company, number of proposed companies, company registered address, directors name, passport
copy of directors, number of shareholders and information of company secretary.
Form 18: Section 203 of the Companies Act No. 7 of 2007. Information required for to fill up
FORM 18 are- no. of the company, company name, the name of the director, occupation, resident
address, passport number, date of appointment, email address and phone number.
Form 19: along with other information mentioned in FORM 18 and 19, the agreement and
certificate of the secretary are required.
As per Company Act No 07 of 2007,
 Subsection (4) - Method of incorporating a company., describe as follow,
(1) Subject to the provisions of subsection (2), any person or persons may apply to incorporate a
company, other than a company limited by guarantee, by making an application for the same to the
Registrar in the prescribed form signed by each of the initial shareholders, together with the
following documents:
a) a declaration stating that to the best of such person or persons knowledge, the name of the
company is not identical or similar to that of an existing company ;
b) the articles of association of the company, if different from the articles set out in the First
Schedule hereto, and signed by each of the initial shareholders ;
c) consent from each of the initial directors under section 203, to act as a director of the
company ; and

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d) Consent from the initial secretary under subsection (2) of section 221, to act as secretary of
the company.
(2) A company shall have not less than two shareholders, provided that a company may have a
single shareholder where such single shareholder is the Secretary to the Treasury who is holding
shares on behalf of the Government of Sri Lanka or is an individual or a body corporate.
 As Subsection (203) - Director’s consent required, describe as follow,
A person shall not be appointed as director of a company unless he has, in the prescribed form—
a) consented to be a director; and
b) certified that he is not disqualified from being appointed or holding office as a director of a
company.
 As Subsection (5) - Incorporation of a company, describe as follow,
(1) On receipt of a properly completed application for incorporation in the prescribed form, the
Registrar shall—
a) Enter the particulars of the company on the Register;
b) assign a unique number to that company as its company number ; and
c) issue a certificate of incorporation in the prescribed form to the applicant company.
(2) The certificate of incorporation issued under subsection (1) shall specify—
a) the name and number of the company ;
b) the date on which the company was incorporated ;
c) whether the company is a limited company, an unlimited company or a company limited
by guarantee ;
d) whether the company is a private company ; and
e) whether the company is an off-shore company ;
(3) A certificate of incorporation issued under this section in-respect of any company, shall be
conclusive evidence of the fact that—
a) all the requirements under this Act relating to the incorporation of a company have been
complied with; and
b) the company has been incorporated under this Act on the date specified in such certificate
of incorporation.

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 As Subsection (6) - Requirements as to name, describe as follow,
Name registration is the 1st steps of registering a business/company. It is mandatory for all
company to register their name within the department of Register of Companies.
The name of every—
(a) Limited company other than a listed company, shall end in the word “Limited” or by the
abbreviation “Ltd”;
(b) Private company, shall end in the words “(Private) Limited” or by the abbreviation “(Pvt) Ltd”;
and
(c) Limited company which is a listed company, shall end in the words “Public Limited Company”
or by the abbreviation “PLC”.
 As Subsection (7) - Restrictions on names, describe as follow,
1) A company shall not be registered by a name which—
a) is identical with the name of any other company or of any registered overseas company ;
b) contains the words “Chamber of Commerce”, unless the company is a company which is to
be registered under a license granted under section 34 without the addition of the word
“Limited” to its name ; or
c) is in the opinion of the Registrar, misleading.
(2) Except with the consent of the Minister given having regard to the national interest, no
company shall be registered by a name which contains the words:—
(a) “President”, “Presidential” or other words which in the opinion of the Registrar suggest or
are calculated to suggest, the patronage of the President or connection with the
Government or any Government Department;
(b) “Municipal”, “incorporated” or other words which in the opinion of the Registrar suggest
or are calculated to suggest, connection with any Municipality or other local authority or
with any society or body incorporated by an Act of Parliament ;
(c) “Co-operative” or “Society” ; or
(d) “National”, “State” or “Sri Lanka” or other words which in the opinion of the Registrar
suggest or are calculated to suggest, any connection with the Government or any

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government Department.
(3) In determining for the purposes of subsection (1) whether one name is identical with another,
the following words shall be disregarded:—
a) the word “the”, where it is the first word of the name ;
b) the following words and expressions, where they appear at the end of the name :
i. “company” ;
ii. “and company” ;
iii. “company limited” ;
iv. “and company limited” ;
v. “limited” ;
vi. “unlimited” ;
vii. “(Private) limited” ;
viii. “Public Limited Company” ;
c) abbreviations referred to in section 6, where they appear at the end of the name ;type and
case of letters, accents, spaces between letters and punctuation marks ; and
d) “and” or “&”.

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CONCLUSION
In Sri Lanka company establishment is done under Companies Act No 07 2007. According to the
purpose of the company type of the company will be decided considering the advantages &
disadvantages of it.
When considering the registering process of Limited Liability Company it will be done as per the
Companies Act No 07 of 2007. It will give the vast description of company registration in Sri
Lankan contest.

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LANKA
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LIST OF REFERENCES
Companies act, no. 07 (2007). Companies Act, No. 07 of 2007. Parliament of the Democratic
Socialist Republic of Sri Lanka.
Entrepreneur Asia Pacific (2019). Retrieved from
https://www.entrepreneur.com/encyclopedia/partnership