Offshore companies are defining components of current international economy.

Anguilla Limited
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Cayman Limited
BVI Limited
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Anguilla Limited

This article will focus on two main aspects of Anguilla offshore limited companies with regard to continuation, winding-up and dissolution. Anguilla offshore limited companies are tax exempt entities and are ideally used for international trade as offshore companies, like Belize company.

Provisions for continuation in Anguilla are made for regular, local Anguilla limited companies that wish to become or ‘continue’ as an Anguilla limited company offshore, Anguilla limited companies offshore that wish to continue out of Anguilla and become registered in another jurisdiction and offshore companies that are registered elsewhere and wish to register or ‘continue’ to Anguilla. An Anguilla limited company offshore may also continue as a local Anguilla limited company under the Companies Act.

In order to continue under any one of these circumstances the majority of the directors of the company or officers responsible for such affairs are required to prepare articles of continuation in which the company’s name, jurisdiction where registered, date of incorporation and necessary amendments are contained. The original articles of incorporation of an Anguilla company limited offshore or onshore must be presented in copy and be filed along with the company’s by-laws. Continuation articles that are not written are supposed to translated and certified.

Once satisfied that all the prerequisites for continuing an Anguilla limited company have been met, the Registrar will issue a certificate of continuation to the company. If these documents are prepared and a written letter is sent to the Registrar giving authorization, the Registrar may grant provisional registration to a company registered in a foreign jurisdiction to be continued to Anguilla as an Anguilla limited company offshore. Once a company has been continued into or out of Anguilla, it is no longer governed by the laws of the jurisdiction where it was registered.

Winding up, Dissolution and striking off: There aren’t any restrictions on Anguilla limited companies with regard to dissolution. Companies may wind-up voluntarily, on the end of the period of duration set for the company or on the occurrence of a particular event that in compliance with the company’s articles causes the company to cease to exist. The law restricts the powers of the directors to rescinding the articles of dissolution and giving authorization to the liquidator to continue operating the Anguilla limited company offshore if in the view of the liquidation that such action would be in the best interests of both the offshore company and its creditors.

To initiate the dissolution process for an Anguilla limited company, a dissolution plan must be drawn up and must contain a statement explaining the decision to dissolve and wind-up, state the amount of time that may be required to wind-up and dissolve, whether the liquidator is authorized as the company’s liquidator including his/her name and address (names and addresses if there are more than one liquidator), a statement of the company’s commitment to pay, continue paying or to make provision to ensure that all debts obligations and claims are fully paid and stating the company’s intention to effect dissolution immediately upon having the Anguilla limited company offshore articles of dissolution registered at the Registrar’s. Dissolution must begin within 30 days after having registered all dissolution documents with the Registrar for offshore Anguilla ltd. companies.

Under the Act for offshore Anguilla limited companies, the powers of liquidators include taking custody of the company’s assets, collecting debts and assets that are owed to the company or that belong to it, pursue necessary legal proceedings, borrow funds to facilitate the dissolution process, retain and or appoint legal and financial agents, distribute and allocate assets and funds accordingly, and continue the operations of the offshore Anguilla limited company if it is deemed more beneficial to do so that to wind-up and dissolve. .

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