INCREASED PENALTY FOR FAILURE TO FILE POST INCORPORATION DOCUMENTS AT THE COMPANIES REGISTRY
We wish to bring to your urgent attention the increase in the statutory penalties for contravention of the post incorporation/registration filing requirements under the Trinidad and Tobago Companies Act. The statutory penalty is now $300.00 for every month that the company fails to file its corporate documents. Provided below is a table which gives an illustration of some of the documents that must be filed with the Registrar of Companies, and the deadline date for such filing. There are template forms for each document provided in Schedule 1 to the Companies Act 81:01. Please note that this is not an exhaustive list by any means.
| DOCUMENT | DATE FOR FILING | FORM TO BE USED |
|---|---|---|
| Notice of Change of Address of registered office | Within 15 days from date of change of address – section 176(2) | Form 4 |
| Notice of Change of Directors | Within 30 days after a change is made among directors – section 79. Within 1 month after a person ceases to be a director – section 178(4)(a) |
Form 8 |
| Notice of Change of Secretary | Within 1 month after a person becomes a secretary or assistant secretary – section 178(4)(b) Within 1 month after a person ceases to be a secretary or assistant secretary – section 178(4)(c) |
Form 27 |
| Annual Returns | No later than 30 days after the anniversary date of continuance, incorporation, or amalgamation – section 194(1) | Forms 28 & 29 |
| Statement of Charge | Within 30 days after the creation of the charge – section 251(1) | Form 33 |
| Registration of Receiver | Within 10 days from the date of the order, appointment or entry into possession – section 265(1) | Form 7 |
| Registration of an external Company | Within 14 days from the establishment of the place of business in Trinidad and Tobago – section 318(1) | Form 20 |
| Annual Returns of an external Company | Within 30 days after the anniversary date of its registration – section 333(1) | Form 23 |
| Notice of Change of Directors of an external company | Within 30 days of after a change is made among the directors – section 332(3) | Form 38 |
| Form of Power of Attorney of an external company | Upon an attorney named in a previously executed power of attorney ceasing to reside in Trinidad and Tobago or upon the power of attorney becoming invalid or ineffectual for any other reason – section 324 | Form 22 |
| Certified copies of the instruments by which any fundamental changes have been made with regard to the company, which include changes to: the company name, the corporate instruments, the objects of the company, as well as any restrictions placed on the business the company may carry out | Within 30 days of the change occurring – section 332(1) | N/A – Based on the jurisdiction of the company |
| Amendment of Articles | Immediately after a special resolution of shareholders has been adopted – section 217(1) | Form 5 |
| Articles of Amalgamation | Immediately after amalgamation has been adopted or approved – section 225(1) | Form 14 |
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