Section 62
of International Business Companies Order, 2000
Section 62
(1)
The provisions of this section apply where the registered agent of an IBC wishes to cease to be its registered agent and the agent is unable to reach agreement with the IBC for which he is the registered agent concerning his replacement.
(2)
The registered agent of the IBC shall give a notice (a “notice of change”) to any director or officer of the IBC at the director’s or officer’s last known address or, if the registered agent is not aware of the name or the address of such a director or officer, to the person from whom the registered agent last received instructions concerning the IBC, specifying his wish to resign as registered agent with effect from a date not less than ninety days from the date of the notice of change.
(3)
Together with a notice of change the registered agent shall supply a list of all registered agents in Brunei Darussalam with their names and addresses.
(4)
The registered agent shall send to the Registrar a copy of the notice of change and of the list supplied under subsection (3).
(5)
If, by the date specified in a notice of change, the IBC has not adopted a resolution to amend its Memorandum so as to change its registered agent, the agent shall so inform the Registrar who shall forthwith publish in the Gazette a notice that the IBC will be struck off the register unless, within thirty days of the publication of the notice, the IBC registers with the Registrar a copy of a resolution amending the Memorandum so as to change its registered agent.
Incorporating amendments until S 53/2017
(Clean Vesion) NANI/zimah _ as of 11 February 2020
64
BLUV as at 20th June 2017
(6)
If, within the period of thirty days specified in a notice under subsection (5), the
IBC fails to register with the Registrar a copy of a resolution amending the Memorandum so as to change its registered agent, the Registrar may strike the IBC off the Register and publish in the Gazette a notice that the IBC has been struck off the Register.
(7)
In any case where –
(a)
the licence of a registered agent has been revoked under the Registered
Agents and Trustees Licensing Order, 2000; or
(b)
a registered agent fails to renew his licence, then, for the purpose of changing the registered agent of any IBC for which he was formerly the registered agent, the Registrar shall serve notice on every such IBC stating what has occurred and specifying a date not less than ninety days after the date of the notice by which the IBC is required to replace the former registered agent.
(8)
Where notice is served under subsection (7), the provisions of subsections (3)
to (6) shall have effect with any necessary modifications as if that notice were a notice of change and the obligations of the registered agent under those subsections were obligations of the person authorised by theAuthority.
(9)
An IBC that has been struck off the Register under subsection (6) shall remain liable for all its debts, liabilities and other obligations; and the striking off shall not affect any liability of any of its members, directors, officers or agents.