It is in the year 1938, that the Department of the Registrar of Companies was introduced, and the affairs relating to the registration of companies was assigned to it. This was introduced in order to put into operation the provision under section 51 of the Companies Act, while came it's operation in that year.
In fact, the registration of companies had been inaugurated long before that. It is observed that the work in regard to the registration of companies had been in operation since the introduction of the Joint Stock Companies Ordinance in the year 1861. During the time, Sri Lanka was under British colonial rule, the work relating to the registration of companies had been assigned to the Registrar General's Department, under the ordinance of 1861, One of the subjects assigned to the Registrar General's Department, which was under the Secretary General of the British Colonies was, the registration of companies.
In this process which was predominantly done was the re-registration of companies which had already been registered in Britain for business activities. It was expected to develop the affairs of companies and to regulate their activities under this ordinance.
However, the relief anticipated by the business community was not forth comming. Their problem was to obtain money for their cultivation operation.
The cultivators who were engaged in Coffee cultivation earlier turned their eyes towards the Tea cultivation due to the sudden fall in the said coffee cultivation. Hence they had to face a financial crisis as a very big amount of money was neded for the formal requirements in that new cultivation.
Accordingly they experimented new ways of covering money and started local companies and distributed shares to the general public. This procedure helped in the incorporation of Joint Business Establishments. However this did not help them to solve their financial problem. As a result the businessmen who engaged in the plantation sector were forced to make representation to their government. Hence around 1930, the government was also forced to focus it's attention towards the commercial field and it encouraged the investors for the Tea cultivation and other connected fields. Thereby it also tried to develop the industry as a whole. Thereafter steps were taken to ammend the 1861 ordinance and introduced the companies ordinance No 51 of 1938.
In introducing this new ordinance, the necessity of a seperate institution under one individual to fullfill the needs of the companies that would be incorporated, and to effect the provisions and other enactments of this ordinance has been mentioned. Accordingly the Department of the Registrar of Companies was established in the year 1938.
Thereafter the incorporations and other activities performed by the Registrar General's Dept. was transfered to this Department of the Registrar of Companies. The head of the Department of Trade and Industries acted in the capacity of the Registrar of Companies, as a part-time employee, from 1st of April 1939.
Tn 1947 when the Soulbury constitution was implemented, the Dept. of the Registrar of Companies was brought under the new ministry of Food and Trade which was established under their constitution. By that time, as there was a very big demand for local business activities, the scope of the Dept. of the Registrar of companies had to be widened and the service of a part-time Registrar was not sufficient. Therefore the government paid attention to this important matter and a permanent Registrar to perform the duties of the Registrar of Companies was appointed in December 1947. Since then the Dept. of the Registrar of Companies functions under a Registrar.
Companies Registered under the Joint Stock Companies Act
Incorporated Abroad & Registered in Sri Lanka = 456
Joint Stock Companies = 820
Total = 1276
Companies Registered under the 1938 Ordinance
1) Private Companies = 8784
2) Public Companies = 1160
3) Guarantee Companies = 50
4) Associations = 85
Foreign Companies = 381