A company is deemed not to be in Good Standing if it is in breach of filings requirements. If your company has not paid or filed the annual government licence fee or the registered agent fee then, your company will not be in Good Standing. Your company should be in Good Standing with the Companies Registry at all times.
If your company is not in Good Standing please contact us and we can assist you in filing the documents to bring your company back into Good Standing.
Non-payment of annual government fees will make your offshore company lose its status of Good Standing. The IBC will also incur late penalties and possible legal consequences.
An IBC, which is struck-off the Registrar shall remain liable to any due and unpaid fees. Such company also remains liable to all its debts and obligations. Any creditor may legally raise a claim against a struck-off company for debts and pursue the collection of those debts through litigation. A struck-off company may not legally continue to trade or enter into any new transactions, and its directors, shareholders, managers and owners may not enter into any transactions with the assets of the Company. If they do, they are personally liable for any debts or legal consequences resulting from such transactions.
Striking-off an International Business Company means that all its assets are frozen until the IBC is restored in Good Standing - or until legally wound-up.
It is possible to restore a company after it has been struck-off the Registrar, but government fees and fines will apply for restoration. These reinstatement fees will be in addition to all unpaid agent fees and penalties. In addition, professional fees will also apply if a struck-off IBC has to be reinstated in Good Standing.
To remain in Good Standing your company needs to up to date with its filings, fees and requirements under the Companies Act and the register of directors and shareholders needs to be properly maintained by the registered agent. We can assist and ensure your company maintains a Good Standing status.
All corporations should be aware the consequences that losing Good Standing status can have, including these actions:
As a result of your Antigua Company not filing Annual Returns on time, the Company is struck off the Register and this has legal consequences. The Antigua company can be restored but, all outstanding documents must be filed and there is are restoration and penalty charges.
The non-payment of annual government fees will make your offshore company lose its status of Good Standing.
The Registrar of Companies will then add late penalties and then proceed to strike-off your company from the Registry, for non-payment of fees.
To restore your company:
In Belize the registry label your company as not active if, the government fee is not paid on time.
The non-payment of annual Government fees will make your offshore company lose its status of Good Standing. The Registrar of Companies will then add late penalties and then proceed to strike-off your company from the Registry. In the BVI, the process of being struck off involves an administrative procedure, the name of a BVI company is removed from the Corporate Register by the Registrar, only the BVI Registrar can initiate a company strike off.
Strike off does not relive a company from the payment of its annual fees or late payment penalties.
If your BVI company that has been administratively struck from the Register it is automatically dissolved 10 years after it was struck off, provided that it has not been restored to the Register in the meantime.
There are significant implications that arise if your BVI company is struck off, your company cannot deal with its property and it will not be possible for moneys in its bank account to be accessed, even to pay the debts of the company or to make a distribution to members. Your BVI company will not legally be able to sell or pass title to its assets, property that a company had when it is dissolved is transferred to the ownership of the Crown (the BVI Government).
To restore your BVI company:
In the BVI the registry label your company as not active if, the government fee is not paid on time.
Once your BVI company has been dissolved it can only be restored to the Register by the Court which must first declare the dissolution of the company to be void. The application to Court can be made within a 10 year period following the dissolution of the company. After that, a dissolved company cannot be restored to the Register at all.
In Liquidation - A BVI company status if in Liquidation is Insolvent. A Notice of Appointment of Liquidator will is filed with the BVI registry. If the current registered agent has resigned, the BVI company can only operate legally once the company has been restored and appointed a new agent.
As part of the new policies in Gibraltar, Companies House now require that all companies file their balance sheets in order to remain in Good Standing.
A Guernsey company will have a company status of Not in Good Standing if the Registered Office is not effective, the company has no Registered Agent, the company has failed to file an Annual Validation or the company has no directors.
A Jamaica company needs to be compliant with the Companies Act, having satisfied all the filling requirements, if not a letter of Good Standing cannot be issued.
Where a Jamaica company has been dissolved or struck off the Register and there remains in the assets of the company, estate and interest in lands that have not been dealt with by the company, the lands become vested in the Crown.
In the event that a Jamaican company is removed while it is still in business or owns property, it may be restored to the Register within 20 years of being removed.
Non-payment of annual government fees will make your Marshall Islands company lose its status of Good Standing. There is an Annual Maintenance Fee payable to the Registry which varies depending on the company type, there are no annual document filings.
All the outstanding fees to the current Registered Agent and also to the government fees including Renewal, penalty fees and Reinstatement fee will need to be paid. The company will also need to be renewed with the Nevis Financial Services to bring the company back into Good Standing. Upon confirmation from the current registered agent that all fees have been paid a Certificate of Good Standing could be provided.
A Panama company will have a company status of Not in Good Standing if the Registered Office is not effective, the company has no Registered Agent. The Annual Franchise Tax/ Tasa Unica Anual must be paid by all Panamanian and Foreign Corporations registered at the Public Registry Office of Panama to remain in Good Standing.
The Panama public registration law automatically dissolves any company that owes annual corporation tax for a period of more than 10 years. Provided permission is granted and note is added to the company file, the company can be granted a period of 3 years to pay back taxes.
Non-payment of annual government fees will make the Seychelles company lose its status of Good Standing.
The Seychelles Registrar can also Strike a company off the Register for the following reasons:
Time frame – 150 days from the first Notice to the Seychelles company, the company is deemed to be dissolved after 10 years of being struck off.
When a a Singapore company fails to hold its AGM or file Annual Return a penalty will be imposed for late lodgement as prescribed in the Companies Act, Cap 50. In addition, a summons may be issued against a company director for not holding the company’s Annual General Meeting and filing its Annual Return as stipulated under the law.
A Singapore company can be restored within 6 years after the company's name has been struck off, by a Court Order. The Court Order must be lodged in Singapore via BizFile, the status of the company will be updated to live. Any director who has at least 3 of his Singapore companies struck off by ACRA, within a period of 5 years, will be disqualified from acting as director, or to take part in the management of any company for a period of 5 years commencing after the date on which the third company is struck off.
If an external St Vincent company fails to file an annual return, the Registrar may strike the company off the Register of Companies. In the event that a company is struck off, it may seek re-activation by filing the Articles of Restoration and paying restoration fee, however, before a company’s name can be restored to the register, past non-compliance must be remedied.
UK Companies House will only issue a Certificate of Good Standing if the company’s compliance statement and accounts are filed up to date.
If you submit company accounts late, the UK Companies Act imposes penalties. The level of the penalty depends on how late the accounts reach Companies House, failure to pay the late filing penalty will result in enforcement proceedings.
Failure for a USA company to maintain Good Standing is a compliance issue and will require prompt attention. Reasons why a USA company loses Good Standing status include:
In the USA a compliance failure can result in the administrative dissolution of your company and the loss of limited liability protections for the individuals involved.
Your company requires a registered agent in the country, where it was registered.
We provide a comprehensive registered agent services for our clients, to ensure you are aware of the legal requirements that can impact your company.
Our registered office service ensures your company meets annual filing deadlines and pays government licence fees on time, late filing will your company's Good Standing status and incurs penalty charges from the Registry.
Our Registered Agent Service includes:
Our Registered Agent service provides expert management of important business communications from the registry and includes our managed annual report filing service, to ensure documents are filed on time. Please complete our enquiry form and we will get back to you with the options. We will then get a resolution drawn up, signed by yourselves and filed with the registry to make ourselves the registered agent for your company.
If your company is not in Good Standing, we can get the company restored and back into Good Standing. To do this we have to get a resolution drawn up to become the registered agent of your company.