Redomiciliation

The redomiciliation affairs of a company registered in a country to a different jurisdiction acquires relevance if in the present country arise new conditions of operation of the company. This could be your tax rate, or if the company can no longer support your presence in your home country.

If these are the conditions it is easier to start a new company in another state and leave the previous one, but doing this is not always possible. The previous company has its own experience and contracts, or even a family name to be withheld. And in that case the operation of redomicilio of company to another jurisdiction is perfectly possible like a same entity, and maintains its same history of existing company.

It is important to note that redomiling is only possible if there is an agreement between both countries. This aspect can be studied in the company law of each country.As an example, in the BVI, redomicile of foreign companies under the British Virgin Islands jurisdiction is regulated by Sections 180-183 of the BVI Companies Act 2004, and companies wishing to re-domicile from the British Virgin Islands to another country is governed by Section 184 of the same Act.

On the other hand, as an example, the United Kingdom does not allow the re-domicile of companies, so it does not accept incoming companies and does not let existing companies re-domicile to other countries.

The redomiciliation procedure may have particular differences in each country, but generally it will include the following steps:

  1. A company incorporated in one country should be in good standing status as at the moment of its redomicile, so where this country has the relevant requirements in place, the company files statements, pays all fees applicable as at the moment of redomicile and orders a certificate of good standing from the register.
  2. The company signs minutes of re-domiciliation to confirm that the relevant decision has been taken by the board on the company’s re-domiciliation to another jurisdiction.
  3. The above minutes are certified by an Apostille and sent to the new jurisdiction together with the certificate of good standing, legalized copies of the certificate of incorporation and the articles of association.
  4. After the above documents are received by and accepted into the new jurisdiction, the register of companies will issue a certificate of continuation to confirm that from the date of issue the company is incorporated in this new country and subject to its legislation.
  5. After the new country recognizes the fact of the company’s re-domicile, the remaining procedures should be carried out to strike off the company from the register of the first country on the basis of its re-domicile.

Accordingly, the procedure of the company’s re-domicile both prior and post re-domiciliation covers both work to set up the in the new jurisdiction, as  well as work to implement all formalities in the first country.

If you require the redomiciliation services, our qualified team are ready to attend your requirements.

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