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  • Part 2: Part 2: Companies Registration Office

    • Article 6 - The CRO

      (1) The CRO was established under the QFC Law and shall be an authority with independent legal personality and full capacity to act as such and perform legal actions in accordance with these Regulations. Without limitation to the foregoing, the CRO shall have the power to own and dispose of property of any description and to enter into contracts and to sue and be sued.
      (2) The CRO will be managed by the Registrar unless its powers, duties and functions have otherwise been delegated under Article 6(4).
      (3) The CRO shall conduct its affairs in accordance with the QFC Law and these Regulations but shall otherwise have power, by decision of the Registrar, to determine its own procedures and management.
      (4) The powers, duties and functions of the CRO under these Regulations may be delegated either:
      (A) at the discretion of the QFC Authority to any person as it determines;
      (B) by the CRO to any person as it determines; or
      (C) otherwise pursuant to any Regulations.
      Amended (as from 5th April 2015).

    • Article 7 - Role of the QFC Authority

      (1) The CRO shall be subject to the supervision of the QFC Authority which shall have the power and function to:
      (A) ensure that the CRO exercises its statutory powers and performs its statutory functions;
      (B) review the performance of the CRO and the use of its resources; and
      (C) give the CRO written directions as to the furtherance of any of its objectives or the performance of any of its functions.

    • Article 8 - Role and functions of the CRO

      The CRO shall have the following functions:

      (1) to receive and process all applications to incorporate or register all types of Companies and Branches eligible for incorporation or registration under these Regulations and any other Entities in respect of which the CRO is made responsible pursuant to any other Regulations;
      (2) to keep and maintain in such form as it shall determine an index of the names and registered numbers of the Companies and Branches which are or have been registered under these Regulations and any other Entities which may be registered by the CRO pursuant to any other Regulations;
      (3) to receive and process all Documents and information required to be filed with the CRO pursuant to these Regulations or any other Regulations;
      (4) to keep and maintain in such form as it shall determine a register in respect of each of the Companies and Branches which are or have been registered under these Regulations and any other Entities which may be registered by the CRO pursuant to any other Regulations, to record in such register all Documents and information filed with or delivered to the CRO in respect of such Companies, Branches and Entities and to allow any person to inspect and take copies from such register during the office hours of the CRO;
      (5) to administer and impose any financial penalties provided for in these Regulations; and
      (6) all other functions provided for in these Regulations or any other Regulations or otherwise considered by it to be necessary, desirable or appropriate to achieve, further or assist in relation to any of the above.
      Amended (as from 5th April 2015).

    • Article 9 - Powers of the CRO

      (1) The CRO shall have the following powers:
      (A) subject to the approval of the QFC Authority, to make rules and publish guidance for the purposes of performing its functions;
      (B) subject to approval of the QFC Authority, to prescribe forms to be used for the purposes of required filings with the CRO;
      (C) subject to approval of the QFC Authority to prescribe the fees payable to it for incorporation, registration, filing and any other administrative services provided by the CRO; and
      (D) all other powers provided for in these Regulations or any other Regulations or otherwise considered by the QFC Authority to be necessary, desirable or appropriate to achieve, further or assist the performance of its functions.
      (2) The CRO shall publish rules and guidance made under these Regulations by the QFC Authority or the CRO, including without limitation those relating to Prescribed Forms and Prescribed Fees.
      Amended (as from 5th April 2015).

    • Article 10 - Other zones or centres

      The CRO may, with the approval of the QFC Authority, carry out similar functions to those provided for in these Regulations in respect of other zones, designated precincts or other centres in the State.

      Amended (as from 5th April 2015).

    • Article 11 - Accounting and budget requirements of the CRO

      (1) The budget of the CRO in respect of each financial year shall be set by the QFC Authority.
      (2) The CRO shall be exempt from the control of the Audit Bureau of the State.
      (3) The financial year of the CRO shall commence on the first day of January and end on the last day of December each year, save that the first financial year of the CRO shall commence on the date on which the QFC Law came into force and shall end on the last day of December of the following year.
      (4) The CRO shall keep accounting Records which are sufficient to show and explain the transactions of the CRO and are such as to disclose with reasonable accuracy at any time the income and expenditure and assets and Liabilities and financial position of the CRO and the Registrar shall procure that, as soon as reasonably practicable after the end of each financial year, accounts of the CRO are prepared in accordance with internationally accepted accounting principles and audited by an independent auditor, being a firm of chartered accountants with an office in the State, who shall report as to whether the accounts of the CRO show a true and fair view of the financial affairs of the CRO during the financial year in question and the assets and Liabilities of the CRO at the end of the year in question and such other matters as the auditors may consider it appropriate to report on.
      (5) The CRO shall as soon as reasonably practicable after the end of each financial year send to the QFC Authority a copy of its audited accounts for the financial year in question and a report of its activities during such financial year. The CRO shall in relation to its activities submit such further reports to the QFC Authority as the QFC Authority may require.
      Amended (as from 5th April 2015).

    • Article 12 - Confidentially

      The CRO, its officers, employees, agents or contractors shall comply with the QFC Data Protection Regulations and Rules and any other Regulations or rules made by the QFC Authority in respect of confidentiality.

      Amended (as from 5th April 2015).

    • Article 13 - The Registrar

      (1) The Registrar shall be appointed and may be removed by the QFC Authority and, subject to Article 6(2), shall be responsible for the day-to-day administration and operations of the CRO to the extent authorised and empowered by the QFC Authority. The Registrar shall accordingly exercise such powers and have such authority as the QFC Authority shall from time to time delegate to him.
      (2) The Registrar shall make suitable arrangements for keeping appropriate Records in relation to the exercise of the powers and performance of the functions of the CRO.