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incorporation of companies

All companies must be registered with the Registry of Companies, Ministry of Finance.

WHAT IS A COMPANY?

A company is a business entity that is registered under the Companies Act, Chapter 39. It has a legal personality which means that it has the right to own properties, have a perpetual succession and can sue or be sued in its own name. It is identifiable with the word "Sdn Bhd‟ and "Bhd‟.

A company must have at least 2 shareholders and at least 2 directors.

WHO ARE ELIGIBLE TO BE A DIRECTOR?

  If there are only 2 directors, one of the directors must be ordinarily resident. If there are
    more than 2 directors, at least 2 of them must be ordinarily resident.
 
 √ Not a declared bankrupt
  
 
 Must be at least 18 years of age

WHAT ARE THE TYPES OF COMPANY?       

Private Company      Up to 50 or fewer shareholders and restricted in share transfer 
Public Company Has more than 50 shareholders and can offer shares and debentures to the public
Foreign Company A branch of Foreign company registered in another country

    
WHAT ARE THE REQUIRED DOCUMENTS?

Local Company

  Signed copy of NRIC (s) [Passport (s) – for foreign directors with no NRIC issued to 
    them]

  Forms (Consent to act as directors, Form X – List of Directors particulars)

  Memorandum and Articles of Association (which includes share capital and
    allotment of shares)


To download a standard template for the Memorandum and Articles of Association ( click here )


  If you applied for Ordinarily Resident status, a Certificate of Ordinarily Resident
    (if a director is an ordinarily resident) is a requirement

 

To download guidelines and application forms for Ordinarily Resident ( click here )

   

 Foreign Branch Company

Consent letter from main branch

Certificate of incorporation or registration in place or origin or similar document (must be certified copy)

Memorandum and Articles of Association or similar documents (must be certified copy)

Memorandum of Appointment or Power of Attorney stating the name and address of 2 or more individuals resident in Brunei Darussalam who are authorised to accept service of process and any notices, made under seal of the company incorporated outside Brunei
   Darussalam

Company Resolution

List of directors (Form IV(F))

List of Authorised person

Undertaking letter

Notice of the situation of its registered office in Brunei Darussalam
 

WHAT ARE THE STEPS TO REGISTER A BUSINESS IN BRUNEI?

Incoporation of Company

 

INCORPORATION OF COMPANY

 

 

 

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