Company law provides the framework within which much business is conducted. Company law can have relevance not only to companies but also in relation to situations involving bankruptcy, financial services regulation, and banking and finance.
Traditionally, Isle of Man company legislation has been based on English company law statutes and the English Companies Act 1929 was the foundation for the existing Isle of Man Companies Acts 1931-2004.
When the Isle of Man Companies Act 2006 came into force on 1 November 2006 it introduced a simplified corporate vehicle into Isle of Man law. Therefore, the Isle of Man now provides a parallel regime for the incorporation and registration of companies.
Key features of Companies incorporated or registered under the 2006 Act include:
● Corporate directors are permitted (with some restrictions)
● Ability to convert 1931 Act companies into 2006 Act companies
● No statutory requirement for a company secretary
● Single member companies are permitted
● No financial assistance prohibition
● Must have a Registered Agent (see below for more detail)
● No statutory financial statements
● Capital maintenance doctrine replaced by statutory solvency test
● No audit requirement (unless shares are listed or admitted to trade on a securities market or exchange)
● Merger and consolidation provisions are flexible and simple
● Protected cell companies are permitted without restriction to use
● No requirement for authorised share capital or capital duty
● Reduced public disclosure
● Sole director permitted.
For a company incorporated or registered under the 2006 Act, a Registered Agent (“RA”) is required at all times and must hold a licence under the Isle of Man Financial Services Act 2008.
Simcocks’ Corporate and Commercial department is led by Irini Newby. Irini has extensive experience in mergers and acquisitions, disposal of business undertakings, amalgamation and reconstruction of companies, complex corporate finance transactions and advises directors and corporate service providers on matters of Manx company law.
Many of our lawyers have worked in other jurisdictions and some have worked both in-house and in a private practice. Our lawyers have diverse experience meaning they are capable of providing advice to both large institutions and small businesses. Our clients include public and private companies, financial institutions, public sector bodies, partnerships and individuals.
For a practical comparison of the 1931 and 2006 Isle of Man Companies Acts, please read our handy guide.