Service on an artificial person raises a practical question the Rules answer in two different places, depending on what kind of corporation it is.
Start by identifying the entity
| Entity | Governing provision |
|---|---|
| Company registered under the Companies Act 1997 | Section 431 — and only those methods |
| Overseas company registered here | Section 433 — and only those methods |
| Statutory authority or corporation created by its own Act | That Act first; otherwise O 6 r 3(2) |
| Local-level government or provincial body | Its own Act; otherwise O 6 r 3(2) |
| The State, or a State department | Claims Act s 7 |
| Unregistered business name — not a corporation | O 5 r 35 |
Section 431 — the exhaustive list
A document, including a writ, summons, notice or order, in any legal proceedings may be served on a company —
(a) by delivery to a person named as a director or the secretary on the register;
(b) by delivery to an employee at the company’s head office or principal place of business;
(c) by leaving it at the registered office or address for service;
(d) by posting it to the registered office, address for service, or postal address;
(e) by serving it in accordance with directions as to service given by the court;
(f) in accordance with an agreement made with the company; or
(g) at an address for service given in accordance with the rules of Court, or by such means as a solicitor has stated that the solicitor will accept service.
(2) These are the only methods.
Handing the writ to a shop manager. Only good if that person is an employee at the head office or principal place of business — not a branch.
Serving a former director. Paragraph (a) requires a person named on the register. Search the register on the day.
Serving a shareholder. Not a permitted method at all.
Using an old registered office. Section 162 allows a change, effective on a date stated in the notice. Check before serving, not before drafting.
Where none of the ordinary methods works — a company whose registered office is abandoned and whose directors cannot be found — paragraph (e) permits service in accordance with directions given by the court. That is an application for substituted service under Order 6 Rule 12, and it is expressly compatible with section 431(2).
Paragraph (g) matches Order 6 Rule 8 — where a solicitor notes on a copy that he accepts service, the document is taken to have been duly served on the date of the note.
Section 433
Delivery to a director named in the register who is resident in the country; delivery to a person named in the register as authorised to accept service in the country; delivery to an employee at its place of business in the country (or, if more than one, its principal place of business); posting to the principal place of business or postal address; court-directed service; or in accordance with an agreement made with the overseas company.
Section 433(2) — these are the only methods of serving a document in legal proceedings on an overseas company in the country.
Section 433 governs service within Papua New Guinea. Where the company has no presence here at all, you are in Order 6 Division 2 territory, which requires the proceeding to fall within one of the categories in Rule 19 and requires leave or confirmation under Rule 20.
Consider also Order 6 Rule 10 — where a contract was entered into within Papua New Guinea with or through an agent here for a principal abroad, the Court may authorise service on the agent instead of the principal. The application may be made ex parte, and the order shall limit a time for the notice of intention to defend.
Order 6 Rule 3(2)
Personal service on a corporation may be effected by serving in accordance with Rule 3(1) on the mayor, chairman or president of the corporation, or on the town clerk, clerk, secretary, treasurer or other similar officer.
Rule 3(3) — this applies in addition to any provision for service on a corporation made by or under any Act.
Papua New Guinea has many corporate bodies that are not Companies Act companies: statutory authorities, boards, universities, provincial and local-level government bodies, and corporations created by their own Acts. For those, Rule 3(2) supplies a workable method — serve the chairman, or the secretary, or an officer of similar standing.
Check the entity’s own Act first. Many contain a service provision, and Rule 3(3) makes clear the Rules operate alongside it. Note also that Order 1 Rule 6 defines “officer”, in relation to a corporation, as including a director.
The affidavit of service
An affidavit of service shall state by whom the document was served, the day of the week and the date on which it was served, and the manner of service.
When serving a company, the affidavit should identify the statutory basis — for example: “I served the writ by leaving a sealed copy at the registered office of the defendant at [address], being service under section 431(1)(c) of the Companies Act 1997.”
Exhibit the company search showing the registered office or the director’s name as at the date of service. This is what makes a later default judgment application straightforward. See proving service.
And remember: whatever else happens, a company cannot appear except by a solicitor — Order 4 Rule 5(2). See suing a company.
Sources
- Companies Act 1997 — ss 161–163, 431, 433
- National Court Rules 1983 — O 1 r 6; O 4 r 5; O 5 r 35; O 6 rr 3, 8, 10, 12, 18, Div 2
- Claims By and Against the State Act 1996 — s 7
Before relying on anything here, read the current text of the National Court Rules 1983 and check for later amendments. If a decision matters to you, get advice — start with the Office of the Public Solicitor, or find a firm in the law firms directory.