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If a company was struck off the Register, and remained struck off on 1 January, 2009, was it automatically be re-registered?

No. Only companies on the Register on 1 January, 2009 were re-registered. If the company is restored and all outstanding fees are paid, it will then deem to have been re-registered on 1 January, 2009

If an individual/company was carrying on management functions for a former local company, is the person considered the registered agent for the company?

No. The concept of registered agent was not recognised under the old CAP Companies Act, therefore, the company does not have a registered agent until one is appointed. (Paragraph 46 Schedule 2, Part VI of the BVI Business Companies Act, Transitional Provisions.). However, the registered office previously held will continue to be recognised until a change in registered office is filed.

How much time does a company have to appoint a registered agent?

A company had two months from the date of automatic re-registered to appoint a registered agent. An amendments to Schedule 2 of the Act is being considered to extend this period beyond 2 months and if this occurs the public will be notified accordingly. However, former local companies are strongly advised to ain to comply with the current requirements of two months (which ends of 28 February, 2009) within which to appoint registered agents.

What happens if a company does not appoint a registered agent within the prescribed time?

Failure by a company to appoint a registered agent within the prescribed timeframe means that the company cannot effect any transaction which under the Act can be effected only by a registered agent. In addition, the company may be in violation of its obligations under the Act and is therefore liable to be struck off the Register.

Can the appointment of a registered agent be done in accordance with Section 92(4) of the BVI Business Companies Act?

No. Section 92(4) refers to a change in registered agent where there was a previous agent. Because former local companies were not required previously to have registered agents, this section does not apply. A function under "General Filings All" on the VIRRGIN system, for the appointment of a registered agent will be made available shortly. Until the function is available, appointments can be submitted manually to the Registry by submitting the new Form R203 which can be downloaded from the FSC's website.

What is the fee for filing the Notice of Appointment of registered agents in respect of former local companies?

For now, there will be no fee payable for filing a Notice of Appointment of registered agents.

What is the approved form of the Notice of Appointment of registered agents?

Each Notice of Appointment must be submitted to the Registered using Form R303 - Notice of Appointment of Registered Agent which must be endorsed by the proposed registered agent giving his/her consent to act.

How can a change in Registered Office be filed?

A change in registered office must be filed in accordance with Section 92(4) of the Act.

How can a company request a certificate of automatic re-registration?

This request can be made online through the Registry's VIRRGIN system. Once you log on to VIRRGIN, go to the section labeled Request for Certifications, and click on the Good Standing tab. From there you can select the automatic re-registration certificate for local companies. A fee of $25.00 is applicable.

How can a company file a transaction to dissaply Part VI of Schedule 2 of the transitional provisions?

Filing should be done using Form R208 which is available under the Post Incorporations (BC); Amendment to Memorandum and/or Articles. Please be guided by Paragraph 40, Schedule 2, Part VI, Transitional Provisions, BVI Business Companies Act.