By virtue of Part X of the Companies Act of Jamaica 2004, companies incorporated
outside of the island that have established a place of business within the island,
should, within one month of such establishment, register with the Registrar of
Companies. Such registration entails submitting the following
information/documents:
1. A certified copy of the constituting instrument of the company (articles,
charter, statutes etc.) which must contain the name of the company.
2. A list of the directors of the company
outside of the island that have established a place of business within the island,
should, within one month of such establishment, register with the Registrar of
Companies. Such registration entails submitting the following
information/documents:
1. A certified copy of the constituting instrument of the company (articles,
charter, statutes etc.) which must contain the name of the company.
2. A list of the directors of the company
3. The name(s) and address(es) of a resident(s) of the Island authorized to
receive service of documents on behalf of the company.
receive service of documents on behalf of the company.
When any alterations are made to any of the above information/documents, the
company must notify the Registrar within 21 days by delivering for registration a
return containing the prescribed particulars of the alteration.
company must notify the Registrar within 21 days by delivering for registration a
return containing the prescribed particulars of the alteration.
It must be made clear that this process is a mere registration of an overseas company
having an established place of business in Jamaica and it is not incorporation of a
branch of the overseas company or of a separate company altogether. The
information on the Register of Companies in Jamaica pertaining to any overseas
company must therefore reflect the information on the record in the company’s
country of incorporation (except of course, the locally appointed authorized agent for
the purpose of accepting service). For instance, a director who is not appointed to the
company in its country of origin cannot then be appointed to the Register in Jamaica
because the entity in Jamaica does not have an existence outside of its original
incorporation. It will soon be a strictly enforced policy at the Companies Office of
Jamaica that any notification to the Registrar of alterations to the records of an
overseas company must be substantiated by a certified copy of the document proving
such alteration.
having an established place of business in Jamaica and it is not incorporation of a
branch of the overseas company or of a separate company altogether. The
information on the Register of Companies in Jamaica pertaining to any overseas
company must therefore reflect the information on the record in the company’s
country of incorporation (except of course, the locally appointed authorized agent for
the purpose of accepting service). For instance, a director who is not appointed to the
company in its country of origin cannot then be appointed to the Register in Jamaica
because the entity in Jamaica does not have an existence outside of its original
incorporation. It will soon be a strictly enforced policy at the Companies Office of
Jamaica that any notification to the Registrar of alterations to the records of an
overseas company must be substantiated by a certified copy of the document proving
such alteration.
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