Article 17 - Incorporation of a Limited Liability Company
(1) Any one or more persons may apply for the incorporation of an
LLC 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 together with the Prescribed Fee and otherwise complying with the requirements of these Regulations in respect of registration.
Prescribed Form and incorporation document filed with the CRO shall set out or have attached thereto:
(A) the name of the
LLC which must comply with Article 36 of these Regulations;
(B) the nature of the
Business to be conducted by the LLC and it shall be sufficient to state that the purpose of the LLC is to engage in any lawful act or activity for which LLCs may be incorporated under the QFC Law and Regulations;
(C) the address of the registered office of the
LLC, which shall be in the QFC;
(D) the date of the financial year end of the
(E) the full
Name and Address of each of the incorporators of the LLC and the number of Shares each of them agrees to take upon incorporation of the LLC;
(F) the full
Name, Address, date of birth, nationality, business occupation and any directorships held within the last 5 years of all the persons who are to be the first directors of the LLC together with a declaration that each of them is qualified to act as a director or secretary of an LLC pursuant to these Regulations;
(G) the full
Name, Address, date of birth and nationality of the person who is the first secretary of the LLC;
(H) the amount of the authorised share capital, with which it is proposed that the
LLC be registered, and the division thereof into Shares of fixed amount;
LLC's articles of association, signed by the incorporators, setting out the rules for the internal governance of the LLC which shall comply with these Regulations; and
(J) such other particulars as the
CRO may require from time to time.
(3) The share capital of an
LLC may be denominated in any currency approved by the CRO.
(4) 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.
(5) Article 17(2)(E) does not require the incorporators of an
LLC to agree to take any Shares if, on incorporation, the LLC will be a Collective Investment Fund.
(6) Article 17(2)(H) does not apply if, on incorporation, the
LLC will be a Collective Investment Fund.
LLC that is a Collective Investment Fund is not required to have an authorised share capital.
|Amended (as from 5th April 2015).|