In an effort to eliminate the distinction of a preferential regime, Belize consolidated its domestic Companies Act 2020 (Cap.250) and the International Business Companies Act 2020 (Cap.270) forming the new Belize Companies Act 2022 (BCA 2022). The BCA 2022 introduces a modernised ‘Registrar’ namely, the Online Business Registry System (OBRS), a platform that effectively supports the digital registration and administration of both domestic and international companies. The OBRS does not only facilitate the registration of new companies but also supports the ongoing statutory maintenance of all existing companies.
The Online Business Registry System
The OBRS provides a range of services to local and international companies including online registration, electronic filing, E- certificates, real-time tracking of service request, amendments to business entities, transfer of shares, information services, name reservation, business entity verification, and other post-registration services. The OBRS also registers and manages Limited Liability Partnerships and Business Names.
To become an institutional user of the OBRS or otherwise a Licensed Registered Agent, the person must hold a valid Belize social security ID and a valid license eligible to be an agent from the Financial Services Commission.
Is your company required to re-register?
All registered companies under Cap.250 and Cap.270 are required to re-register. Excluded from re-registration are only Belize Limited Liability Companies (LLCs). Upon re-registration, the business entity will receive a 9-digit company number together with an E-certificate. The former business entity number and original registration date will also be displayed on the E-certificate. Subject to s19 of BCA 2022 companies can also use their registration number as their company name together with the ending appropriate to that specific company e.g. ltd, corp.
Before re-registration
Each company will need to be in good standing before it can re-register.
Kindly note that renewal fees for 2022 must be paid before the 31st of December 2022.
Moreover, companies are required before re-registration to amend their Memorandum and Articles of Association to reflect the provisions of BCA 2022.
Required information for re-registration:
- Business entity former registration number
- Business entity name
- Principal address of business entity
- Email address
- Phone number
- General nature of business in accordance with the UN Economic classification system, the International Standard Industrial Classification of All Economic Activities (ISIC).
- Economic substance details regarding the business entity’s relevant activity.
- TIN Information
- Names and information of all:
- Shareholders or Guarantee Members
- Directors
- Share capital as outlined in the business entity’s Memorandum and Articles of Association or by laws.
- Share details as outlined in the business entity’s Memorandum and Articles of Association or by laws.
- Type of Company
In case of re-registration of a foreign company which was previously an overseas company in addition to the above, information on the jurisdiction of incorporation, registration number and registration date must also be provided.
The regulations are still being finalised. We will inform you accordingly when more information is available.
When to re-register
The OBRS went live on the 28th of November 2022. Companies can choose when to re-register, however they will not be able to request any type of services up until the company is registered on the OBRS.
BYBLOSERVE MANAGEMENT LIMITED through its associates can assist you with the re-registration of your company to the Online Business Registry System.
This newsletter will be used for general information only. It is not intended to give legal or other advice. Further, it is based on information and legislation currently available to us which may be subject to further changes by the regulators.