A registered office is an official address of any legal entity, which gets assigned by every entrepreneur during the establishment process. It may also be called legal address, legal seat or domicile. Along with a registration number, a registered office is an obligatory attribute for any type of legal entity, thus composing the necessary public records in most of the jurisdictions.
The purpose of the legal address is to be reached by the government institutions and to receive official correspondence there. A registered physical office is required to receive official correspondence from tax authorities, banks, partners, customers, shareholders, etc. However, registered office doesn’t necessarily come with correspondence box. Thus, the entrepreneurs must make sure that their correspondence will reach them, when it is necessary.
Legal address requirements
The registered address must be located in the same country, where the company is incorporated. The documents, which confirm your registered address, are: Articles of Incorporation for the most type of companies or Partnership Agreement for the most type of partnerships. In most of the jurisdictions you will not be allowed to use a PO Box as a company’s registered office, because it must be an actual and publicly available address. You can use it only in cases, when it is attached to the full address, with house number and postcode.
If it is necessary, the address of the registered office can be changed by the director or other officer in control of the company according to the corporate documents. Make sure that you receive a properly performed confirmation of such amendment (Protocol or Minutes) in order to present it upon request of your bank, auditor, partners, etc.
Renting a legal address
You can always choose to have a rental service of your registered address, or in other words – to use a third-party address. There are many benefits of renting a legal address. Firstly, it provides you privacy by shielding sensitive information of your private home address. Secondly, it is a cost saving option, when you do not have to rent an actual office space, especially in a foreign country.
When choosing a registered address for your company, several aspects must be taken into consideration. For example, an actual rental contract may be required for tax authorities in some countries (Latvia, Lithuania). Or, some addresses are heavily overused or even black-listed by banks or tax authorities. You might want to look up the information provided on Google Maps on the location of your legal address and scan some articles on the internet that are associated with the address you are offered.
Registered Office & Secretary
Some jurisdictions laws require to assign a Corporate Secretary with association of the Registered Office of the company. For example, it is required by law officer in Gibraltar, Cyprus, Malta and Hong Kong. Or, it is an optional position in Ireland, United Kingdom or Marshall Islands. A Corporate Secretary is quite a different positon from what we commonly understand by secretarial services. A Corporate Secretary is an official officer in the company, who oversees the efficient administration of a company, especially in respect of compliance with statutory and administrative requirements. The main duties of the Company Secretary may vary from country to country, but commonly those are:
- To keep and sometimes issue share certificates;
- To maintain the company’s statutory registers;
- To maintain and update all company registers;
- To keep the company’s seal;
- To prepare the notices for board meetings or shareholders’ meetings;
- To prepare and lodge filings and minutes of the company’s meetings;
- To prepare and file annual returns and other financial documents with the Trade Register;
- To prepare any other document required by the law;
- To sign statutory declarations on behalf of the company and authenticate documents.
Registered office and substance
We have already mentioned the importance of company substance. Remember that registered address and business (or trading) address are two different notions. Adding substance to the service of Registered Office becomes crucial in today’s business environment. Read our article about the Substance Office and let us help you setting-up a solid and presentable structure for your company in a jurisdiction of your choice.
Confidus Solutions will help you to evaluate all possible options and choose the most efficient and unique solution to achieve your personal goals! We have many years of expertise in this industry and experienced agents and lawyers that can offer you registered address and virtual office in any jurisdiction worldwide! If you require more information – check our offered solutions or contact us to get a unique offer!