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  • Part 3: Part 3: Incorporation and Registration

    • Article 9 - Incorporation of a Limited Liability Partnership

      (1) Two or more persons may apply for the incorporation of a Limited Liability Partnership for the purpose of carrying on a Business of a kind permitted by the QFC Law to be conducted in the QFC by signing and filing with the CRO an Incorporation Document and a Limited Liability Partnership Agreement together with the Prescribed Fee and otherwise complying with the requirements of these Regulations in respect of registration.
      (2) The Incorporation Document filed with the CRO shall set out or have attached thereto:
      (A) the name of the Limited Liability Partnership which must comply with Article 19 of these Regulations;
      (B) the nature of the Business to be conducted by the Limited Liability Partnership and it shall be sufficient to state that the purpose of the Limited Liability Partnership is to engage in any lawful act or activity for which Limited Liability Partnerships may be incorporated under the QFC Law and Regulations;
      (C) the address of the registered office of the Limited Liability Partnership, which shall be in the QFC;
      (D) the date of the financial year end of the Limited Liability Partnership;
      (E) the full Name, Address, date of birth, nationality and business occupation of all of the persons who are to be Members of the Limited Liability Partnership on incorporation together with a declaration that each of them is qualified to act as a Member of a Limited Liability Partnership pursuant to these Regulations;
      (F) either the full Name, Address, date of birth, nationality and business occupation of those persons who are to be Designated Members or a statement that every person who from time to time is a Member of the Limited Liability Partnership is a Designated Member; and
      (G) such other particulars as the CRO may require from time to time.
      (3) The Incorporation Document and all other documentation required to be submitted to the CRO shall be in English and shall be in such form as the CRO may prescribe or approve from time to time.

    • Article 10 - Registration

      (1) No Limited Liability Partnership shall be incorporated without the consent of the CRO.
      (2) On incorporation the CRO shall:
      (A) give a certificate that the Limited Liability Partnership is incorporated with the name specified in the certificate and with effect from the date of the certificate;
      (B) allocate to the Limited Liability Partnership a number, which shall be the Limited Liability Partnership's registered number; and
      (C) enter the name and registered number of the Limited Liability Partnership in the index of names and registered numbers maintained by the CRO under these Regulations or the Companies Regulations.
      (3) A certificate of incorporation shall be conclusive evidence that the Limited Liability Partnership is incorporated with the name specified in it and the requirements of these Regulations have been complied with in respect of the incorporation and registration of the Limited Liability Partnership and thereafter no defect in the process prior to the incorporation thereof shall affect the validity of its incorporation.
      (4) From the date of incorporation, the Members of the Limited Liability Partnership from time to time shall be a Body Corporate having the name contained in the certificate of incorporation and capable forthwith of exercising all the functions of an incorporated Limited Liability Partnership.
      (5) A decision of the CRO refusing to issue a certificate of incorporation may be reviewed consistent with any applicable standards and procedures issued by the QFC Authority for such purpose.