The Companies Act of Barbados is a piece of legislation passed in 1982 with several subsequent amendments to keep pace with corporate developments. Essentially anyone can incorporate a business. The person must be over 18, must be of sound mind and must be solvent. The Corporate Affairs and Intellectual Property Office is the government agency responsible for the administration of the Act and therefore is the office through which documents can be sourced and filed http://www.caipo.org.bb/ . Generally speaking the word “limited”, “corporation” or “incorporated or the abbreviation “ltd.”, “corp.” or “inc.” must be a part of the name of every company.
Owning a Company
In most cases a company has the capacity, the rights, powers and privileges of an individual. Shares are issued in order to designate ownership in a company. The Act does not allow for the issue of bearer shares. The return on investing in the shares of a company is made through the payment of dividends. The payment of a dividend must not however, result in the company not being able to meet its liabilities; neither must the capital of the company be eroded.
Directors and Officers
The Directors of a company are appointed by the shareholders. Shareholders can also be directors. The Directors exercise the power of the company. Directors can be found personally liable for certain acts of the company. Directors must take their responsibilities seriously and avoid conflicts of interest. Where they exist they should be declared. Officers may be appointed by the Directors.
Every director and officer of a company is required to act honestly and in good faith with a view to the best interests of the company. They must exercise the care, diligence and skill of a reasonably prudent person.
Meetings
There must be an Annual General Meeting of the Company, not later than 18 months after the company comes into existence and not later than 15 months after the last AGM. Directors may hold meetings as determined by the by-laws of the company or as they see fit that would allow them to exercise their duty in the best interests of the company.
There are a number of obligations that must be met at the AGM:
Comparative financial statements duly signed by a Director must be presented
Audited Financial Statements must be presented if the company is a public company or if the gross assets or revenue exceeds $1,000,000
An Auditor is to be appointed where there is a requirement for audited Financial Statement.
Directors are appointed.
Dissolution
The company can be dissolved by a special resolution of the shareholders and by filing the required documents with the corporate registry. If the company is bankrupt the insolvency legislation would apply.
Owning a Company
In most cases a company has the capacity, the rights, powers and privileges of an individual. Shares are issued in order to designate ownership in a company. The Act does not allow for the issue of bearer shares. The return on investing in the shares of a company is made through the payment of dividends. The payment of a dividend must not however, result in the company not being able to meet its liabilities; neither must the capital of the company be eroded.
Directors and Officers
The Directors of a company are appointed by the shareholders. Shareholders can also be directors. The Directors exercise the power of the company. Directors can be found personally liable for certain acts of the company. Directors must take their responsibilities seriously and avoid conflicts of interest. Where they exist they should be declared. Officers may be appointed by the Directors.
Every director and officer of a company is required to act honestly and in good faith with a view to the best interests of the company. They must exercise the care, diligence and skill of a reasonably prudent person.
Meetings
There must be an Annual General Meeting of the Company, not later than 18 months after the company comes into existence and not later than 15 months after the last AGM. Directors may hold meetings as determined by the by-laws of the company or as they see fit that would allow them to exercise their duty in the best interests of the company.
There are a number of obligations that must be met at the AGM:
Comparative financial statements duly signed by a Director must be presented
Audited Financial Statements must be presented if the company is a public company or if the gross assets or revenue exceeds $1,000,000
An Auditor is to be appointed where there is a requirement for audited Financial Statement.
Directors are appointed.
Dissolution
The company can be dissolved by a special resolution of the shareholders and by filing the required documents with the corporate registry. If the company is bankrupt the insolvency legislation would apply.
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