Previous installments: The Cross-Examination of Chief Justice Sir David Simmons - I, II, III, IV, V, VI, VII, VIII

Sir David is one of many defendants in a case brought by Nelson Barbados Group Ltd. regarding Kingsland Estates Ltd., Barbados. (Ontario Superior Court of Justice, Court File No. 07-0141) 

This post refers to pages 57 through 84 of the Cross-Examination

 

Former Deputy Prime Minister and S.B.G.

Sir David Simmons confirmed that Philip Greaves was part of S.B.G. DEVELOPMENT CORPORATION (S.B.G.).
He also stated that Greaves was formerly married to his ( Simmons’) sister, but that they had been divorced for twenty years.(Page 57)

 

S.B.G. was Incorporated in 1991 but Registered in 1990!

On page 60, Sir David addresses a controversial topic.

Sir David Simmons explains how a company can be registered before it is incorporated. My understanding is that a corporation comes into existence when it is incorporated. Is this like registering a birth before a baby is born? Quote from Wikipedia Corporation

Despite not being natural persons, corporations are recognized by the law to have rights and responsibilities like actual people. Corporations can exercise human rights against real individuals and the state,[2] and they may be responsible for human rights violations.[3] Just as they are “born” into existence through its members obtaining a certificate of incorporation, they can “die” when they lose money into insolvency.

I am not satisfied with the explanation given by Sir David Simmons. However, I do understand that Sir David Simmons may be the most important person in Barbados with regard to interpreting the laws.

 

S.B.G. Made Offer Before Incorporation!

Keltruth Corp. ran an article entitled Did David Simmons make an offer for Kingsland on behalf of a Company that did not exist? In this article, there is a copy of documentation showing that David Simmons, acting on behalf of S.B.G. DEVELOPMENT CORPORATION (S.B.G.), made an offer for Kingsland Estates Ltd. The letter is dated June 1st, 1990. This date preceeds the date of incorporation of S.B.G., shown as 1991-03-07 (March 7th, 1991) on the certificate of incorporation.  I note that, under oath, Sir David Simmons replied “No, Sir”  when asked if the company was carrying on business on May 31st of 1990.

Keltruth Corp. maintains that making a formal written offer is conducting business. This business, the offer to buy Kingsland, was conducted before S.B.G. was incorporated.

Another thing that hindered our investigation was that we did not have the files. Reliable sources have reported that both the S.B.G. and the Kingsland files were unable to be located in the Corporate Registry, CAIPO. The Mystery of the Missing Files

 

Sir David Does Not Know Where S.B.G. Records Are

Sir David Simmons says he does not know where the S.B.G. records are.  (He also talked about problems with the Corporate Registry. This Government web page states that  Sir David’s wife was the “first female Registrar and the first female Judge of the Supreme Court of Barbados!” I believe that she was also the Registrar at the Corporate Registry.)


In 2004, Sir David Simmons says he had all SBG files and political files burnt in an incinerator. I am getting mixed up here, but I would agree that if something is burnt, dissipated into the atmosphere and spread by the trade winds, then one would not know where it was.

 

David’s Brother, Peter Simmons, Takes Over S.B.G.

Sir David said that after he became Attorney General he gave the files to his brother, Peter Simmons.(see pages 68, 69 and 71)

 

Keltruth Corp. Comment

I would be grateful if some lawyers from different countries outside of Barbados would comment on the “registration” and “incorporation” issue as related to corporations doing business in their countries.