Filing Requirements

The Companies Registry in the Isle of Man is both efficient and helpful.

If you have any doubts over what needs to be filed and when, you can contact me on +44 1624 648500 or telephone the nice people at the Registry directly.

1931 Companies have very prescriptive filing requirements and it’s very easy to get fined – Beware !

It is necessary to prepare and file an annual return referred to below, it is also necessary to prepare and file a form for just about every change in the constitution of the company. This includes:

(i) Change of registered office

(ii) Appointment or resignation of a Director / Secretary. – in fact even the change of an officer’s address need notifying within a month.

(iii) Change in share capital.

(iv) Any change in the company’s Articles of Association.

A copy of any Special Resolution passed by the shareholders also need to be filed at the registry.

The Annual Return – Form AR – is the form that needs to be filed annually not more than 1 month after the anniversary of the company’s ‘birthday’.

Particulars contained within the return include;

• Details of authorised and issued share capital (Share issuing companies only).

• Names and addresses of shareholders and changes in the previous year of shareholdings. (Share issuing companies only).

• Names and addresses and certain other details of Directors*(and Alternate Directors) at the date of the return.

• Names and addresses and certain other details of the company Secretary/Secretaries at the date of the return.

• Audited accounts for the previous year (public companies only).

• Accounts Compliance Declaration.

Failing to file the annual return may well result in the company being struck off the register and dissolved by the Government. If the Company had assets at the time – this appears to be a catastrophe as those assets technically fall to the bona vacantia – which means they pass to the Crown.

Thankfully in practice it is generally possible to have the company reinstated although this will involve quite a bit of form filing and of course some professional fees. I’ll be pleased to assist you if this has happened to you.