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The application
for PERMIT is to be accompanied by the following documents: |
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(1) |
Form A of the Myanmar Companies Regulation
1957 |
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(2) |
Draft Memorandum and Articles of Association
|
| |
(3) |
Duly completed questionnaire
form |
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(4) |
Intended activities to
be performed |
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(5) |
Estimated expenditures
to be incurred in the Republic of the Union of Myanmar
for the first year operations |
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(6) |
Financial credibility
of the company / individual |
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(7) |
Board of Directors’
resolution, if the subscriber is a company.
|
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In
the case of a foreign branch/representative office, the following
shall be furnished in addition to the above mentioned documents.
|
| |
(1) |
Instead of the companies
draft Memorandum and Articles of Association, a copy of the
Head Office’s Memorandum and Articles of Association or
of the Charter, Statute or other instruments constituting or
defining the constitution of the company, duly notarized and
consularized by the Republic of the Union of Myanmar Embassy concern in the country
where the company is incorporated. |
| |
(2) |
Copies of the Head Office
Balance Sheet and Profit and Loss accounts for the last two
financial years. |
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(3) |
Where the original Memorandum
and Articles of Association and other relevant documents are
not in English language, authentication of the translation into
English.
|
| |
The application
for registration is to be accompanied by the following documents.
|
| |
(1) |
Two sets of Memorandum
and Articles of Association duly stamped and printed both in
Myanmar and English |
| |
(2) |
Declaration of registration
|
| |
(3) |
Declaration of legal
and official version of the documents |
| |
(4) |
Declaration of the situation
of registered office |
| |
(5) |
Translation certificate
by a competent translator |
| |
(6) |
List of Directors |
| |
(7) |
List of person(s) authorized
to accept services of process and notice in Myanmar on behalf
of the company (i.e. for a branch office of a foreign company.)
|
| |
For
a Public company, the following additional documents shall be
submitted before commencing the business |
| |
(1) |
List of person to act
as directors |
| |
(2) |
List of Persons who have
consented to act as director |
| |
(3) |
Agreement to take qualification
shares. |
| 5. |
Legislative requirements
for companies |
| |
The legal requirements
for the companies to comply under the Myanmar Companies
Act 1914 are as follows:-
|
| |
Name: |
| |
|
The
name of the company shall be painted or affixed on the outside
of its registered office and every place of business. It must
also be ingraved in legible characters on its seal and mentioned
in all letterheads, notices, advertisements and other official
publications, etc.
|
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Registered Office: |
| |
|
Every
company must have a registered office in the Republic
of the Union of Myanmar to which all communications and notices
may be addressed. A notice of situation of the initial registered
office must be furnished to the CRO when filing the incorporation
documents. If the address is subsequently changed, notice must
be given to the CRO within 28 days of the change.
|
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Directors: |
| |
|
Every
private company is required to have at least 2 directors. A
public company must have a minimum of 3 directors. An undischarged
insolvent is not eligible to be a director. A return of particulars
of Directors, Managers and Managing Agents and of any changes
therein must be lodged with the CRO within 14 days of the appointment
or changes.
|
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Allotment of Shares: |
| |
|
Every
company will have to give notice to the CRO of any allotment
of shares within one month of the date of allotment.
|
| |
Annual General Meeting:
|
| |
|
Every
company must hold an annual general meeting once in every calendar
year to lay its audited accounts before its shareholders. A
newly incorporated company is required to hold its first annual
general meeting within 18 months of incorporation. Subsequent
annual general meetings must be hold once in every calendar
year and not more than 15 months after the last general meeting.
The interval between the date of the financial year on which
the audited accounts are made up and the date of the annual
general meeting must be not more than 9 months.
Every company must file and Annual Return
within 21 days after its annual general meeting. The annual
audited accounts are required to be filed with the Annual Return.
|
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Extraordinary and Special
Resolutions: |
| |
|
Every
company is required to lodge a copy of every extraordinary and
special resolution with the CRO within 15 days from the date
of passing thereof.
|
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Statements, Books and Accounts:
|
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|
Every
company must maintain proper books of accounts which are required
to be kept at the registered office of the company.
|
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Consequenses of Non-compliance:
|
| |
|
There
are penalties for the company and its offices for any non-compliance
with the law.
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