Company Registration

Generally, foreign company registration is regulated by Companies Acts, which make special provisions for the operation and structuring of foreign companies. In view of the fact that foreign companies come into contact with domestic companies for trade purposes, foreign company registration is not something that is required for any foreign company that transacts with a domestic company, whether daily or sporadically.

As such, many jurisdictions do not consider foreign companies as doing business in the territory for the mere reason of holding meetings, conferences or exchanges locally, maintaining bank accounts, collecting debts from local companies, making investments in local real estate, becoming involved or implicated in legal proceedings or claims settlement, or entering a contract. However, to be legally considered as ‘undertaking domestic business’ and to effectively operate domestically, foreign company registration must occur. This means that foreign company registration must take place under the relevant laws by presenting an application.

Having a second nationality may require some advanced planning. To get help, registered agent services are available with the aim of providing second citizenship applicants with the support they need. Support is also provided by registered agents for help IBC registration, US LLCs, offshore banking and Panama Non-resident Corporations. For help with how to incorporate offshore, submit any questions via the contact us page. To become a Dominican citizen by applying for Dominica Citizenship, a foreign national may apply through the economic St Kitts citizenship program which does not have any residency requirements. The lovely island nation of St. Kitts and Nevis is renowned for having the longest standing economic citizenship programs in the world, the Citizenship-by-Investment Program. This dual citizenship route which enables foreign citizens to become eligible for St. Kitts second nationality and began in 1984.

Applications for foreign company registration are generally submitted to the Registrar of Companies and must satisfy all requirements for approval. Documentation that accompany an application normally include one or more certified copies of the company’s certificate of incorporation and other corporate/charter instruments providing trade name and date of incorporation, extent of liability of members, projected date for commencing domestic operations, particulars of head office in jurisdiction of incorporation, a list containing all relevant particulars of existing directors, the name and address of the registered agent or local representative along with the said agent or representative’s consent to act in this capacity, and a power of attorney, where applicable. Documents written in a language other than English must be officially translated.

Foreign offshore company registration by way of continuation grants a foreign company the legal right to exercise its powers and capacities within the country or state with the same rights and privileges as any other foreign company, requires that the company operate in compliance with domestic regulations and laws and to no longer be considered as a company governed under the laws of another jurisdiction. Foreign company registration by way of continuation, therefore, does not affect the foreign company’s existence and continuity as a legal body or its assets, liabilities or obligations; meaning too, that foreign company registration by way of continuation does not void, annul, abate or discontinue any ruling, conviction, civil or criminal proceeding, debit or judgment that may be up against the foreign company or any of its members at the time of continuation.

In the United States, foreign companies are referred to as foreign corporations. Every state has its own laws and prerequisites for foreign company registration, some of which are more attractive than others in terms of the fiscal benefits that foreign companies are granted, such as in the states of Delaware and Nevada. All laws pertaining to foreign company registration are however regulated by the Secretary of State.

After having registered a foreign company, countries generally require notices to be submitted to the Registrar regarding changes to the company’s trade name, constitution, jurisdiction of incorporation, registered agent or directorship. Similarly, any foreign company that wishes to change its tax status or legal structure is required to make the necessary constitutional amendments and become licensed under the corresponding law. Foreign company registration as an international business company, for example would thus alter the company’s mode of operation and fiscal obligations, since international business companies are not allowed to offer their services to local residents, to hold any interest in local real estate but may lease property or land for carrying out their activities internationally from within the jurisdiction and are tax exempt.

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