RAK ICC
RAK International Corporate Centre (RAK ICC) is a Corporate Registry operating in Ras Al Khaimah, United Arab Emirates.
RAK International Corporate Centre is the consolidation of two company registries in Ras Al Khaimah; namely RAK International Companies (formerly a part of RAK Free Trade Zone) and RAK Offshore (formerly a part of RAK Investment Authority). RAK International Corporate Centre (RAK ICC) was formed as per the Decree No.12 of 2015 and as amended by Decree No.4 of 2016.
RAK International Corporate Centre is responsible for the registration and incorporation of International Business Companies, as well as providing a full suite of Registry services related to International Business Company activity. RAK International Corporate Centre is a modern, world class Company Registry operating in full compliance with international standards and best practices in the International Business Company formation industry.
RAK International Corporate Centre will be at the forefront of International Business Company formation services and continually develop our suite of products to meet the needs of our customers.
RAKICC is governed by the:
· RAK ICC Business Companies Regulations 2018
· RAK ICC Registered Agent Regulations 2018
· Company Limited by Share means that the liability of the shareholders to creditors of the company is limited to the capital originally invested i.e. the nominal value of the shares and any premium paid in return for the issue of the shares by the company.
The memorandum of a Company Limited by Shares shall state the maximum number of shares that the company is authorized to issue or that the company is authorized to issue an unlimited number of shares; and the classes of shares that the company is authorized to issue and, if the company is authorized to issue two or more classes of shares, the rights, privileges, restrictions and conditions attaching to each class of shares.
This type of company shall at all times have at least one shareholder and one director. The company may issue bonus shares, partly paid shares or nil paid shares. Shares may be held by more than one person as joint owners. The name of each such joint owner shall be entered in the register of members as holders of the relevant shares. A company shall state in its articles the circumstances in which share certificates shall be issued. Such share certificates shall be signed by at least one Director of the company.
· Company Limited by Guaranteecould be set up with RAKICC as a company authorised to issue shares or as a company not authorised to issue shares. The name of a limited company, shall end with the word “Limited” or “Incorporated” or the abbreviation “Ltd” or “Inc”.
In the event of winding up of a Company Limited by Guarantee, any former guarantee member who was a guarantee member in the period of one year prior to the commencement of the winding up shall be liable to contribute an amount not exceeding the amount guaranteed by such person to the assets of the company for the payment of its debts and liabilities, and the expenses of winding up, and for the adjustment of the contributions of that company’s guarantee members and former guarantee members that such former guarantee member would have been liable to contribute had the winding up occurred on the last day of their membership of the company.
· Restricted Purposes Company is a corporate entity that is designed to act as a special purpose vehicle.
A Restricted Purposes Company is a company limited by shares whose memorandum states – (a) that the company is a restricted purpose company; and (b) the purpose or purposes for which the company is incorporated.
Restricted Purposes Company are predominantly used for specific purpose. Persons carrying out business with a Restricted Purposes Company have the additional layer of comfort that the company may not engage in any activity that is outside its stated purpose. The restriction on the company activities as stated in its memorandum is binding on the company, its shareholders and its directors.
· Segregated Portfolio Company(or SPC), sometimes referred to as a protected cell company, is a company which segregates the assets and liabilities of different classes (or sometimes series) of shares from each other and from the general assets of the SPC.
Segregated Portfolio assets comprise assets representing share capital, retained earnings, capital reserves, share premiums and all other assets attributable to or held within the Segregated Portfolio.
· Unlimited Company is a hybrid company (corporation) incorporated with or without a share capital (and similar to its limited company counterpart) but where the legal liability of the members or shareholders is not limited:that is, its members or shareholders have a joint, several and non-limited obligation to meet any insufficiency in the assets of the company to enable settlement of any outstanding financial liability in the event of the company’s formal liquidation.
· Transfer of Domicile /Continuation is the process by which a company/enterprise moves its domicile from one jurisdiction to another by changing the country under whose laws it is registered or incorporated, while maintaining the same legal identity. Companies re-domicile or opt for Transfer of Domicile for a variety of reasons, the most important being able to take advantage of a tax neutral environment and/or the availability of a network of Double Taxation Agreements, to align their place of registration with their shareholder base, or to access specialist capital markets.
Step 1- Application and Name Check
Step 2- Submission of Documents
Step 3 – Review
Step 4 – Acceptance Confirmation
Step 5 –Approval & issuance of Certificate of Continuation by the Registrar
FAQ:
New Incorporation
How can a company be incorporated?
In RAKICC a company can be incorporated only through registered agents. Upon submission of documents an IBC is incorporated within 2 working days.
What are the types of companies that can be incorporated?
· Company Limited by Shares
· Company Limited by Guarantee
· Restricted Purposes Company
· Segregated Portfolio Company
· Unlimited Company
Is there any restriction in using a liquidated company name or a name that was requested to be changed for a company?
The liquidated name or changed name will be permitted to be used only after the expiry of 3 years from the date of liquidation or from the date of name change.
Can a name of the company be approved without the inclusion of any suffix?
A name shall be approved as stipulated in the Regulations where the suffix of the name will be determined based on the type of company being incorporated.
Can a company which apply for transfer of domicile have the same name as that of a company which is already exists with the Registry?
In case of existence of same name or restricted name with the Registry then prior to applying for Transfer of Domicile the company shall change its name in the seat of incorporation.
Is a RAKICC company permitted to hold bearer shares?
Bearer share structure is not permitted under RAKICC.
Can shares be held as treasury shares in a company?
A company is permitted to hold treasury shares. All rights and obligations attached to a treasury share will be suspended and shall not be exercised by or against the company while the company holds the shares as treasury shares.
Can a company issue bonus shares?
The RAKICC Business Companies Regulations 2016 permits a company to issue bonus shares, partly paid shares or nil paid shares.
Can a company issue shares only with a par value?
A company may issue shares with and without par values. Issuance of fractional shares is also permitted.
What is the currency accepted for share capital?
A share with a par value may be issued in any currency.
What is the duration within which company renewal can be applied for and when will the penalty be charged?
Renewal applications shall be submitted 30 days prior from the date of expiry, where 30 days from the date of expiry is the grace period for processing without penalty. If the renewal is applied in 180 days from the date of expiry, a penalty will be charged for each month after the grace period.
What is the procedure to be followed for registered agent status renewal?
The renewal invoice would be sent a month in advance of the renewal date along with the following documents:
· Latest lease deed of the office premises
· Renewed Professional license copy
· Renewed / latest Passport copies of the promoters
What is the liability of the members, directors & registered agent towards a struck off company?
The members, directors & registered agents will not be free from liabilities or responsibilities towards a struck off company as the company continues to exist until it is liquidated.
What is the period of restoration for a struck off company?
A company can be restored by its members or directors within a period of 3 years from the date of strike off and creditors can request for restoration of the company within a period of 10 years.
Can the registered agent submit resignation from being the agent for the company from the date of strike off?
Agent resignations for struck off companies will not be accepted as the company can be restored within the stipulated time, and at the time of such restoration the company should have a registered agent.
1. Passport Copy
A clear copy of your passport, showing the photo page and signature page. The passport must be valid for six months from the date of application.
2. CV or Resume
A copy of your recent Curriculum Vitae or Resume with your full contact details.
3. Utility Bill
An original latest utility bill such as; telephone, electricity gas, water, etc., showing your full name and complete current address.
1. Certificate of Incorporation
Certified True Copy of the Certificate of Incorporation.
2. Trade License
Certified True Copy of the license.
3. Memorandum and Articles of Association
Certified True Copy of the Memorandum & Articles of Association
4. Certificate of Incumbency
An original latest Certificate of Incumbency or a legal document issued by the registrar, which confirms name of the shareholders and directors of the company.
5. Certificate of Good Standing
If the Corporate Entity is an Offshore, an original Certificate of Good Standing is required.
6. Shareholder’s Resolution
An original Shareholder’s Resolution confirming the establishment of the new company; and confirming the name of the person authorized to sign the company formation documents; it must be attested by the Registrar.
Important Note:
Company Formation (Individual & Corporate) – 2 working days upon submission of all required documents to Registrar.
Starting from USD 2,250 - Company Formation
USD 249 – Bank account opening assistance
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