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Company redomiciliation. Procedure of jurisdiction change

Redomiciliation of a company means changing its country of incorporation, while keeping all existing business relations. For a company to continue in another jurisdiction, redomiciliation must be permitted by the national legislation of the country where the company is incorporated, as well as by its Memorandum and Articles of Association.

Redomiciliation (continuation, transfer of domicile) is essentially one of the forms of reorganization of a legal entity, where the jurisdiction (country of incorporation) and the legal address of the company change. In other words, redomiciliation is a procedure of changing the jurisdiction of a legal entity, in which it retains its legal status, organizational and legal form, corporate structure, assets and liabilities, bank accounts, etc.

In the case of individuals, redomiciliation means change of domicile.

Domicile is not just the address of the individual’s permanent residence, but, in a broader sense, the combination of factors that determine the individual’s “link” to the home country (real estate, place of business, family, social and cultural ties); it is normally used for determining the tax status of a legal entity.

Generally, a legal entity’s redomiciliation consists of 2 stages:

  1. liquidation of an entity in a donor country, resulting in the issue of a Certificate of Discontinuance; and
  2. registration of an entity in a recipient country, resulting in the issue of a Certificate of Continuation.
It is important to note that the ability of legal entities to ‘migrate’ from jurisdiction to jurisdiction is limited by national regulations. Moreover, restrictions may occur both in the donor country and in the recipient country.

Now that offshore jurisdictions are adopting legislation that one way or another worsens the previous regime (for example, introduces Economic Substance requirements) or renounces confidentiality principles by introducing public registers of directors and/or beneficial owners, or tightens currency regulation and increases tax rates, then REDOMICILIATION to a favorable jurisdiction may become at least a temporary solution.

Offers for redomiciliation from the BVI

Offers for redomiciliation from Belize

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3950 USD
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