Anguilla Company Law - Anguilla Companies Act C65

The Anguilla Companies Act C65 is the official legislation of the rules and regulations of an IBC incorporated in Anguilla. You will find below the key extracts from the Anguilla Companies Act C65 act along with the full act.

§12. Company Name

(1) The word “Limited”, “Corporation” or “Incorporated” or the abbreviation “Ltd.” or“Corp.” or “Inc.” shall be the last part of the name of every company

(2) Notwithstanding subsection (1), in the case of a private company the words or abbreviations specified may be used in the name of the company in place of one of the words or abbreviations set out in subsection (1)—

  • “Sendirian Berhad” or the abbreviation “Sdn Bhd”;
  • “Société à Responsabilité Limitée” or the abbreviation “SARL”;
  • “Sociedad Anonima” or the abbreviation “S.A.”;
  • “Besloten Vennootschap” or the abbreviation “B.V.”;
  • “Gesellschaft mit beschrankter Haftung” or the abbreviation “GmbH”;
  • “Naamloze Vennootschap” or the abbreviation “NV”;

§149. Registered Office & Registered Agent

(1) A company and a foreign company shall at all times have a registered office in Anguilla.

(2) The first registered agent is the registered agent specified in its articles;

(3) A company may change the location of its registered office or registered agent by filing a notice in prescribed form with the Registrar.

(5) The registered office or agent of a non-domestic company must be provided by a person who holds a relevant licence.

§7. Article of Incorporation

Articles of incorporation of a proposed company shall follow the prescribed form and shall set out—

  • its proposed name;
  • the address and mailing address, if any, of the registered office of the company and the name, address and mailing address of its first registered agent;
  • whether the company is limited by shares or guarantee or by both;
  • whether the company is a non-profit company;

§5. Directors

One or more persons may incorporate a company by signing and filing articles of incorporation with the Registrar. An individual who has the status of a bankrupt; may not be an incorporator of a company under this Act.

§106. Shareholder

Place of meetings - The articles or bylaws of a company may specify one or more places where meetings of shareholders of the company may be held.

Right to vote share - Unless the articles of the company otherwise provide, on a show of hands a shareholder or proxy holder has one vote, and upon a poll a shareholder or proxy holder has one vote for every share held.

§28. Share Capital

(1) Shares in a company are personal estate, and a share is transferable in the manner provided by this Act.

(2) Shares in a company are to be without nominal or par value.

(5) No company may issue bearer shares or bearer share certificates.

§30. Share Classes

The articles of a company may provide for more than one class of shares and, if they do so—

(a) the rights, privileges, restrictions and conditions attaching to the shares of each class shall be set out in the articles; and

(b) the rights set out in section 29 shall be attached to at least one class of shares, but all of those rights need not be attached to the same class of shares.

§204. Company Restoration

Where a company is revived and restored to the Register under this section, the Court, on the application of the Registrar, the company may give such directions necessary for the purpose of placing the company in the same position as if the company had not been dissolved.

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