Company DocumentsEssential for:
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Benefits:
Official documents sourced from the company registry are generally required to support an audit trail in financial compliance, for mergers and acquisitions or as evidence in legal cases.
Availability:
Official registry documents are available in various countries worldwide with a choice of 1 delivery speed, varying from 1 – 3 working days depending on jurisdiction.
Sample Document Types:
For full details about each document type,
See Frequently Asked Questions below.
Key Features:
The type of official registry documents available from any particular registry may include some or all of the following documents types:
Foundation:-
Certificate of Incorporation
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Certificate of Good Standing
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Memorandum & Articles of Association (Constitution)
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Documents related to specific event such as change of directors, change of name, change of registered office address, change in share capital, etc
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Annual return (Also known as Confirmation Statement)
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Charges and mortgages (liens)
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Liquidations, Receiverships and Examinership
Frequently Asked Questions
It may happen that the document type you order is generally but not always available in that particular country.
However, if for any reason that document is not available for the Subject company that you ordered, then you will be advised and there will be no charge.
- That the company has continued to exist since it was incorporated; and
- That no action is currently being taken to remove the company from the register of companies.
It will contain:
- The company name and number;
- The date the company was incorporated;
- A statement that it has been in continuous and unbroken existence since being incorporated;
- A statement that no action is being taken by Companies House to strike off the company and dissolve it as defunct; and
- A statement that, as far as the Registrar is aware, the company is not in liquidation or subject to an administration order and no receiver or manager of the company’s property has been appointed.
A Certificate of Good Standing may be requested by:
- Lenders, as a condition of a loan offer
- Banks, when opening new accounts
- Potential business partners or investors
In the USA, the Good Standing Certificate is issued by the secretary of state as evidence that a corporation or LLC is in existence or is authorized to conduct business in that state and that the company is in compliance with state law.
The certificate of good standing typically sets out the following information:
- Legal name.
- The corporation or LLC is duly incorporated or organized and is authorized to conduct business in the state.
- All fees, taxes and any penalties have been paid to the state.
- Most recent annual report has been filed.
- Articles of dissolution for the corporation or LLC have not been filed.
The name and content of the certificate vary from state to state. Certain states do not include tax information in their good standing certificates and this information should be obtained from the Department of Taxation or Finance for that state.
Good standing certificates are often requested in connection with the closing of a finance or M&A transaction.
In South Africa, from the new Companies Act 2008 which commenced in 2011, articles and memoranda of association have been replaced by a "memorandum of incorporation" or "MOI". The MOI gives considerably more scope to vary how to the company is governed than the previous arrangement.
The following is largely based on British Company Law, references which are made at the end of this Article.
The Articles can cover a medley of topics, not all of which is required in a country's law. Although all terms are not discussed, they may cover:
- The issuing of shares (also called stock), different voting rights attached to different classes of shares
- Valuation of intellectual rights, say, the valuations of the IPR of one partner and, in a similar way as how we value real estate of another partner
- The appointments of directors - which shows whether a shareholder dominates or shares equality with all of the contributors
- Directors meetings - the quorum and percentage of vote
- Management decisions - whether the board manages or a founder
- Transferability of shares - assignment rights of the Meet the Team or other members of the company do
- Special voting rights of a Chairman, and his/her mode of election
- The dividend policy - a percentage of profits to be declared when there is profit or otherwise
- Winding up - the conditions, notice to members
- Confidentiality of know-how and the Meet the Team' agreement and penalties for disclosure
- First right of refusal - purchase rights and counter-bid by a founder
- The Objectives and the purpose of the Company are determined in advance by the shareholders and the Memorandum of Association (MOA), if separate, which denotes the name of the Company, its Head- Office, street address, and (founding) Directors and the main purposes of the Company for public access. It cannot be changed except at an AGM or Extraordinary General Meeting (EGM) and statutory allowance. The MOA is generally filed with a Registrar of Companies who is an appointee of the Government of the country. For their assurance, the shareholders are permit of the Memorandum of Association. Any matter in the Articles of Association not within the scope of the Memorandum of Association of the company is void.