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Continuation of a BVI company as Ras Al Khaimah offshore company: procedure of jurisdiction change. Service offer

Redomiciliation (continuation) of a company means changing its country of incorporation, while keeping all existing business relations. For a company to continue in another jurisdiction, re-domiciliation must be allowed by the national legislation of the country where the company is in-corporated and its Memorandum and Articles of Association. By no means all countries permit re-domiciliation. For example, the UK and Hong Kong do not have such provisions in their laws, thus making it impossible to transfer companies from/to these countries

For a company to continue as Ras Al Khaimah offshore company, the general rule is that such company must be in ‘good standing’. The company is also checked for any debts owed to the BVI authorities.

Step-by-step guide to continuation of a BVI company as Ras Al Khaimah offshore company:

1. Check the current company name with the Ras Al Khaimah Registrar of Companies for availability. The name cannot coincide with the name of any existing company. If there is a match, the current company name must be changed.

2. Prepare in the BVI a set of company documents required for the change of jurisdiction:

  • Shareholders Resolution to redomicile the company;
  • Letter of instruction from the ultimate beneficial owner;
  • Certificate of Incorporation issued in the BVI (notarized duplicate[1]);
  • Memorandum and Articles of Association filed with the BVI Registrar (notarized duplicate[2]);
  • Certificate of Good Standing issued in the BVI, not older than 3 months (original);
  • Certificate of Incumbency issued in the BVI, not older than 3 months (original);
  • Special Certificate to notify the BVI Registrar.

3. Prepare a set of documents in the UAE:

  • Solvency Statement by the company’s shareholders;
  • Shareholders Resolution appointing the company’s secretary and director;
  • Director’s Letter of Consent to his appointment;
  • Notarized signature card[3];
  • New Memorandum and Articles of Association drafted under the laws of the Ras Al Khaimah Emirate (three copies).

4. File the set of documents with the Ras Al Khaimah Registrar of Companies.

5. Obtain a new registration number and a Certificate of Continuation that confirm the incorporation of the company in Ras Al Khaimah.

From this moment, the company continues its existence under the laws of the Ras Al Khaimah Emirate, UAE.

6. To complete the redomiciliation (“discontinuation”), submit to the BVI Registrar copies of documents certified by the UAE registered agent.

7. Obtain from the BVI Registrar a Certificate of Discontinuance that confirms the striking off of the company from the BVI Register. The Registrar also publishes the striking off of the company in the Gazette (local official newspaper) to notify third parties that the company has ceased to exist in the BVI Register.

The overall time to redomicile a company to Ras Al Khaimah, UAE, is two months on average.

Fees[4]

Services
Fees (USD)
Supporting the company’s redomiciliation from the BVI, including preparation of a set of documents to change the jurisdiction to Ras Al Khaimah, UAE (outgoing part)
3400[5]
BVI government fee for redomiciliation
1100
Filing the change of the company’s status with BVI BOSS System
150
Supporting the company’s redomiciliation to the UAE as Ras Al Khaimah offshore company (incoming part), not including the registered office
2800
Registered office for the company in Ras Al Khaimah, UAE, for the first year
3200

[1] For a company administered by GSL Law & Consulting, a copy can be certified by the registered agent.

[2] For a company administered by GSL Law & Consulting, a copy can be certified by the registered agent.

[3] NOT included in the cost of company redomiciliation.

[4] The fees are valid as at the date of sending of this offer.

[5] The fees are indicative. The final fees for company redomiciliation to Ras Al Khaimah, UAE, and preparation of the necessary set of documents depend on the policies and requirements of the registered agent that administers the company in the country of incorporation.

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10650 USD
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