How to set up and maintain an NMV John Wilkinson Manager – Companies Registry Financial...

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How to set up and maintain an NMV John Wilkinson Manager – Companies Registry Financial Supervision Commission

Transcript of How to set up and maintain an NMV John Wilkinson Manager – Companies Registry Financial...

Page 1: How to set up and maintain an NMV John Wilkinson Manager – Companies Registry Financial Supervision Commission.

How to set up and maintain an NMV

John WilkinsonManager – Companies Registry

Financial Supervision Commission

Page 2: How to set up and maintain an NMV John Wilkinson Manager – Companies Registry Financial Supervision Commission.

Help and Guidance

The FSC web site - first point of reference

http://www.fsc.gov.im/companies/companiesact2006.xml

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Web Site

Companies Act 2006

Regulations

Practice Notes

Forms

Fees

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Contacts

John Wilkinson – 689343Clive Oldale – 689345Nick Cowell – 689349Mark Edwards 689357

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Fees

As for 1931 Act Companies

Remain competitive

Late filing fees

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Incorporation £180

Annual Return £70

1931 Act Company conversion £90

Key Fees

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Names & Change of Name

CA06, ss. 11 to 19

Business as usual!

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Foreign Character Names

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Incorporation

Practice Note

Name applications (CA06, s.18)

Registered agent must incorporate (CA06, s.2(2))

Company number – “V”

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Memorandum and Articles

Model Articles

Registered agent must keep a signed copy (CA06, s.78(1))

Incorporation Documents

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Conversion

1931 Act Company to 2006 Act Company (CA06, s.148)

Practice Note

Fee £90

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Re-registration

2006 Act company as another type of 2006 Act company (CA06, s.143)

Practice Note

No fee

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Transfer of Domicile

CA06, Part XI

Application by the Registered Agent

Consent valid for 12 weeks

No discretion

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Filing Obligations

Amending the Memorandum and Articles

resolution to amend (CA06, S.8 & 66)file notice (IMO3) and a copy of the restated memorandum or articles (CA06, s.9)File within 1 month

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Filing obligations (2)

Registration of Charges

(CA06, Part VIII)Optional filingNo time limit For filing Consequences of late or non-filing

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Filing obligations (3)

Prospectus

“Offer document” (CA06, s.45)No requirements as to contentFiling is optional

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Filing obligations (4)

Directors and Members

Optional public filing of register (CA06, s.204)Business address may be registeredRegister changes within 1 monthElection to cease registration

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Corporate Directors

Permitted (CA06, s.91)

CSP licenceholder or “nominee company”

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Registered Agent

Must hold a CSP licence (CA06, s.74)

Responsible for many filings, e.g. - change of registered office or registered agent– Form IM04Change of registered address – Form IM04Change of registered agent – Form IM05

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Annual Return

An annual return shall be made by a company (CA06, s.85)

The Registered Agent must within one month of the return date forward a copy to the Registrar

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Registered agent’s name and address

Registered office address

Confirmation re accounting records.

Annual Return Contents

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Directors’ names and addresses

as shown on the register of directors including changes since the last return date, ordate of incorporation

Annual Return Contents

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The Registrar

Financial Supervision Commission appointed on 16 October 2006

Maintain a register of companies incorporated under the Act (CA06, s.206)

Searches (CA06, s.209)

Certificates of Good Standing (CA06, s.211)

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The Future

Strike off

Dissolution

Restoration

Liquidation