Belize Introduces New Company Law

The Belize Financial Services Commission announced the adoption of the Companies Act (No. 11 of 2022), however, only administrative provisions came into force.

The main features of the document are simplified provisions for digital processes such as virtual meetings and digital membership registration. The law also provides additional benefits and best practices, such as removing statutory restrictions on the number of shareholders, strengthening the rights of minority shareholders, and liquidation procedures.

Belize will now have one registry and one registrar for all types of companies. In addition, all companies subject to the law can be used by non-residents around the world after the launch of the Online Business Registration System (OBRS).

In the weeks and months ahead, the registry will enact legislation that will digitally transform company registration services through the Online Business Registration System. After the launch of the system, all companies of the IBC type must re-register and receive a new number in the register of companies. Re-registration will begin on November 28, 2022, when the Online Business Registration System is scheduled to launch.

To prepare for the launch of the system, the registry will be closed from November 4 to November 28, 2022. During this period, agents will not be able to provide services that require access to the registry. If, after the launch of the Online Business Registration System, IBC companies need services related to the registry, they must pay an annual fee and re-register.

We strongly recommend that you pay for the renewal of the company before November 4, because after November 28 you will need to submit an annual declaration.

Dates to keep in mind:

• November 4, 2022 - the registry ceases to provide services to companies; it is recommended to extend the company until this date;

• November 18, 2022 - the registry is completely closed, and the phase-out of all previous laws begins;

• November 28, 2022 - the registry resumes operation, the Online Business Registration System begins to work, the registration of companies resumes.

Please note that Limited Liability Companies, International Private Foundations and International Trusts are governed by their own laws and are not affected by these changes.