Investment Promotion

 

Service:

Registration and re-registration of foreign businesses

Why do I need to do this?

Follow this user guide if you need to register a new foreign business or re-register an existing foreign business in the Maldives.

Where can I apply for the service?

You can apply in person at MED

How long will the process take?

A maximum of 30 days from date of application. If there are no delays from other institutions, minimum completion time is 17 days.

 

What are the fees and charges involved?

§ Administration fee of USD 2,000 to MIRA.

 

Which documents do I need to submit?

 

Document

Check for:

1


Foreign investment registration application form

(Download Form)

§  All required fields filled correctly

§  All documents listed in the application form are submitted

§  Names, permanent address, passport/NIC numbers of each individual shareholder and director

§  Signature

2

Name search approval form

§  Original of the name search approval signed by the Ministry

3

No objection letter from MoHI (if applicable)

§  If applicant is looking to re-register, a no objection letter from MoHI after completion of their evaluation process.

4

Signed agreement of approval

§  Signed agreement of approval of area and type of investment obtained from Ministry of Economic Development.

§  Agreement should specify the type of work and how they will be carried out.

5

Capital value

§  Capital of an acceptable value to the Maldivian Government – decision by Ministry staff

6

Passport/National Identification Card copies

§  Clear and complete passport or NIC copies of all relevant individuals are submitted (all shareholders and directors of investing entity and legal representative)

7

Declarations from shareholders

§  Separate declarations from all shareholders of the investing entity, stating no objection to Ministry seeking a police clearance report for each shareholder.

§  Declarations from individual shareholders of the company, if one or more shareholders is a legal entity

§  Signatures

8

Reference letter from bank

§  A reference letter from a reputable bank on each shareholder (individuals and legal entities)

9

Board resolution for decision to invest/re-register (as applicable)

§  If shareholders include a legal entity, a board resolution from their board of directors confirming their decision to invest in Maldives (for new registrations) or re-register in Maldives (for re-registrations)

§  Whether quorum was met

10

Board resolution for appointment of legal representative (if applicable)

§  Contact person/legal representative with power of attorney appointed by a Board resolution

§  Whether quorum was met

11

Business plan and feasibility study

§  Proposed business plan and feasibility study of the foreign investment entity

§  Details of proposed investment

§  Main activities of foreign investment entity

§  Five year projection of finances (balance sheet, profit and loss, cash flows, including assumptions)

§  Financing plan (including equity, debt)

§  Phasing plan for investment detailing any proposed phasing of capital/infrastructure developments

§  Human resource plan (including wages, employee benefits, foreign labour replacement plan)

§  Feasibility indicators (NPV, IRR, payback period)

 

12

Letter from Power of Attorney

§  Signed letter of authority or Power of  Attorney for the contact person

13

Registration documents of investment entity (if applicable)

§  Documents should be verified with the Company unit of the Ministry, with the expectation that the objectives and/or may require amendment – only for new registrations

14

Taxpayer registration form

§  Completed and signed taxpayer registration form of MIRA

 

 

-   If you are applying to register as a company, also refer to list of documents in User guide on registration of companies1 .

-   If you are applying to register as a partnership, also refer to list of documents in User guide on registration of partnerships1

-   If you are looking to transfer shares and locally incorporate a company or partnership, also refer to list of documents in User guide on transfer of shares.

 

1 For new registrations, submit Memorandum of Associations as per requirements for registration of a local company/partnership. For re-registrations, check Memorandum of Associations for the existing foreign company/partnership.

 

For each of the above, ensure that the address of the representative of the entity, along with their VISA copy (if applicable) are submitted.

 

How do I apply for the service?

Day 1:

1. Lodge application at counter.

2. If any information is missing, provide the required information.

 

*If the application is in order, the Ministry will inform that an administration fee of USD 2,000 if registration is approved.

 

Day 2:

*If specific areas of the business plan are not detailed enough, Ministry will request to submit more details.

3. Submit details via email or physically, if required.

 

Day 8:

4. Receive decision letter of approval or rejection from counter.

The letter will provide details of information to be submitted for completion of the registration process, including:

§  The name, designation and passport copy of the legal representative who will be signing the agreement on behalf of the investor

§  Board resolution authorizing the signatory if different from the Managing Director.

§  Name, permanent address and NIC/passport copy of witness who will be signing on behalf of the investor

§  Copy of the payment receipt for the administration fee of USD 2,000 to MIRA.

 

5. Receive a copy of the draft foreign investment agreement (contact person via email. Carry out finalization of agreement through email communications.

 

*From this step onwards, Ministry will simultaneously carry out registration of the foreign business similar to a local registration.

 

Day 10:

6. Collect a copy of the registration certificate from Ministry counter.

7. Prepare business seal as per the User guide on registration of seals

 

Day 14:

*Once agreement is finalized, Ministry will contact on fixing a date for signing.

8. Agree on a date for signing the agreement.

 

Day 17:

9. Sign the agreement (representative and witness) and stamp it with official seal (4 copies).

10.  Receive one original copy of agreement and letter from Ministry.

What would I receive at the end of the process?

§  Decision letter

§  Business registration certificate

§  Seal registration

§  Signed original of foreign investment agreement

§  Letter of instruction

 

 

Did you know:

§ You need to get the business name approved by the Registrar of Companies prior to registration or re-registration.

§ Capital value should be of an acceptable value to the Maldivian Government, determined according to the investment.

§ Proposed investment and related agreements should not contravene the Islamic principles or this Act or any other laws of the Country

§ If you are an entirely foreign business, the legal representative (with power of attorney) should be a resident in the Maldives.

§ If you are looking to register or incorporate locally, you need to complete the evaluation at the Ministry of Housing and Infrastructure (MoHI) and submit the resulting no objection letter from MoHI.

§ If you are looking to register or incorporate locally, follow User guide on transfer of shares

§ A maximum of 60 days is allowed for the signing of the agreement.

§ Seal will be registered within the 60 day period given for signing the agreement.

§ Bring official seal for the signing of the agreement.

§ Once registered, inform Ministry of the commencement date of business.

§ Obtain any additional licenses required from any other authorities (if applicable).

References:

§ Companies Act of the Maldives

§ Companies Regulation

§ Foreign Investment Act

§ User guide on registration of companies

§ User guide on registration of partnerships

§ User guide for transfer of shares