With the introduction of the Companies Act 2019, (Act 992), kindly take note of some significant changes:
|Change||Requirement||Deadline (if any)|
|Change of suffix||All newly incorporated companies have been allocated one of the under-listed suffixes:
All existing companies are now required to change their names to reflect the suffixes outlined above, for example, “XYZ Limited” must now change its name to either “XYZ LTD” or “XYZ Limited Company”.
|30 June 2021|
|Auditor tenure of office||An auditor of a company must not hold that office more than 6 years and is eligible for reappointment after a cooling-off period of not less than six years.||August 2022|
|Statutory Declaration for directors||Before a person is appointed a director of a company, the person must make a statutory declaration to be submitted to the company and subsequently filed with the Registrar.
The statutory declaration must provide that, the person has not within the preceding five years of the application for incorporation been—
(i) charged with or convicted of a criminal offence involving fraud or dishonesty;
(ii) charged with or convicted of a criminal offence relating to the promotion, incorporation or management of a company; or
(iii) a director or senior manager of a company that has become insolvent or if the person has been, the date of the insolvency and the particular company.
|Mandatory Board meetings||Board meetings must be held twice in a year .|
|Qualification and Duties of Company secretary||Qualifications and duties of a company secretary are now outlined in the law.|
|Incorporation documents||Upon the incorporation of a company, a Form 4 and Certificate to Commence business are no longer issued.
The following documents are now issued after the incorporation of company:
· Certificate of Incorporation; and
· Form 3;
|Filing of Beneficial ownership||All companies with the exception of sole proprietorships and partnerships are required to declare and file their beneficial owners with the Companies Registry. The declaration is to be made at the time of incorporation, filing of annual returns or where there are changes to the Beneficial ownership details.||30 June 2021|