The Overseas Companies Regulations 2009

Company with existing registered branch

4.—(1) The following particulars about the company, as they appeared on the register immediately before 1st October 2009, are treated as if delivered and registered under regulation 6(1)—

(a) the company’s name;

(b) the company’s legal form;

(c) if it is registered in the country of its incorporation, the identity of the register in which it is registered and the number with which it is so registered;

(d) the list of its directors and secretaries, together with—

(i) with respect to each director, the particulars specified in sub-paragraph (3), and

(ii) with respect to each secretary, the particulars specified in sub-paragraph (4);

(e) the extent of the powers of the directors to represent the company in dealings with third parties and in legal proceedings, together with a statement as to whether they may act alone or must act jointly and, if jointly, the name of any other person concerned;

(f) whether the company is a credit or financial institution.

(2) In the case of a company that is not incorporated in an EEA State, the following particulars about the company, as they appeared on the register immediately before 1st October 2009, are treated as delivered and registered under regulation 6(2)—

(a) the law under which the company is incorporated;

(b) in the case of—

(i) a company to which Chapter 2 of Part 5 of these Regulations applies (companies required to prepare and disclose accounts under parent law), or

(ii) a company to which Chapter 2 of Part 6 of these Regulations applies (institutions required to prepare accounts under parent law),

the period for which the company is required by its parent law to prepare accounts, together with the period allowed for the preparation and public disclosure (if any) of accounts for such a period;

(c) unless disclosed by the company’s constitution (see paragraph 6)—

(i) the address of its principal place of business in its country of incorporation or, if applicable, its registered office,

(ii) its objects, and

(iii) the amount of its issued share capital.

(3) The particulars referred to in sub-paragraph (1)(d)(i) (directors) are—

(a) in the case of an individual—

(i) name,

(ii) any former name,

(iii) service address,

(iv) usual residential address,

(v) nationality,

(vi) business occupation (if any), and

(vii) date of birth;

(b) in the case of a body corporate, or a firm that is a legal person under the law by which it is governed—

(i) corporate or firm name, and

(ii) registered or principal office.

(4) The particulars referred to in sub-paragraph (1)(d)(ii)) (secretaries) are—

(a) in the case of an individual—

(i) name,

(ii) any former name, and

(iii) service address;

(b) in the case of a body corporate, or a firm that is a legal person under the law by which it is governed—

(i) corporate or firm name, and

(ii) registered or principal office.

(5) For the purposes of sub-paragraph (1)(f) the statement whether the company is an institution to which section 699A of the 1985 Act or Article 648A of the 1986 Order applies is treated as a statement whether the company is a credit or financial institution as defined for the purposes of these Regulations.

(6) For the purposes of sub-paragraphs (3)(a)(iii) and (4)(a)(iii) the individual’s usual residential address as registered immediately before 1st October 2009 is treated as a service address.