Help Screen - Frequently Asked Questions
- About Us
1.1 What is the Companies Registry?
- What information is available on-line?
- How can I obtain information that is not available on line?
- What do I do if I cannot read a document.
- What do I do if the document seems incomplete or is on the wrong company file?
- Who do I contact if I experience problems using the system or if documents purchased are not available?
- Using the Companies Registry On-line Company Search facility
7.1 How do I search for a company by name?
7.2 Can I refine the order of results?
7.3 How do I search by company number?
7.4 What do I do if I receive a message “No Matches” after searching for a company?
7.5 What should I do if the company or business name I require is not displayed?
7.6 How can I see what documents are available for a company?
7.7 Can I select the documents I want to see?
7.8 How do I register as a user?
7.9 What are the username policy requirements?
7.10 What are the password policy requirements?
7.11 How do I purchase and view the documents?
7.12 How do I pay be credit/debit card?
7.13 How do I pay by Futurepay?7.14 How do I view documents I have previously purchased?
7.15 How do I cancel a Futurepay Agreement?
7.16 How do I update my user details?
7.17 When can I use the service?
7.18 What do I do if I have forgotten my username?
7.19 What do I do if I forget my password?
7.20 What is the cost of the service?
7.21 How do I close my account?
7.22 How can I be sure that my payment details and privacy are assured?
- Reserving a Company
8.2 Are there any restrictions when choosing a company name?
- Definitions
9.1 What is an Isle of Man company?
- ABOUT US
1.1 What is the Companies Registry?
The Isle of Man Companies Registry has been in existence since 1865. Initially part of the General Registry, responsibility for the Companies Registry was transferred to the Financial Supervision Commission in March 2000. Originally confined to the regulation of Manx based companies trading on the Island, the Companies Registry now deals with the incorporation and/or registration and statutory filing requirements of:
- Manx Companies ("IOM Companies") incorporated under the Companies Acts 1931 - 1993 (as amended) and the Insurance (Amendment) Act 1994;
- Foreign Companies ("F Companies"), companies incorporated outside the Isle of Man which establish a place of business within the Island, and are required to register under Part XI of the 1931 Companies Act;
- Limited Liability companies ("LLCs") registered under the Limited Liability Companies Act 1996;
- Business Names ("BNs") registered under the Registration of Business Names Acts 1918 and 1954;
- Limited Partnerships ("LPs") registered under the Partnership Act 1909 as amended;
- Societies incorporated ("I & BSs") under the Industrial And Building Societies Acts 1892 - 1986; and
- New Manx Corporate Vehicle (“NMV”) incorporated under the Companies Act 2006.
1.2 What are the core functions of the Companies Registry?
In undertaking our statutory obligations, we have four core functions:
- The incorporation of companies and I & BSs and the registration of F Companies, LLCs, BNs and LPs and NMVs;
- The registration of statutory documents filed pursuant to relevant legislation;
- Ensuring compliance with the appropriate requirements of company law and the striking off of defunct companies; and
- The provision of accurate and timely information to the public.
1.3 What is the Financial Supervision Commission?
The Financial Supervision Commission ("FSC") is an independent statutory body responsible for the licensing and supervision of banks, building societies, investment business, collective investment schemes and corporate service providers.
Established in 1983, the remit given to the Commission by Tynwald is to "take such steps as appear to it to be necessary or expedient for the effective supervision of the private financial and commercial sector in the Island", with the exception of the insurance industry which is supervised by the Insurance and Pensions Authority.
The work of the Commission is overseen by seven Commissioners appointed by the Treasury, subject to the approval of Tynwald. The Chief Executive is also a Commissioner.
Further information is available on the Commissions web site at www.fsc.gov.im.
- WHAT INFORMATION IS AVAILABLE ON-LINE?
For IOM Companies, F Companies, LLCs, BNs and NMVs, you will be able to obtain free of charge::
- The name and registration number;
- Any previous names;
- The registered office address or a contact address on the Isle of Man;
- The date of incorporation or registration;
- The date of dissolution or cessation of trading; and
- The name of any liquidator or receiver appointed.
In addition, you may download, view or print copies of the statutory documents filed by all "live" companies on payment of the appropriate fee.
- HOW CAN I OBTAIN INFORMATION THAT IS NOT AVAILABLE ON-LINE?
If the Company or F Company was dissolved before 31 March 2002, the documents are not available electronically. We can however supply the documents by fax or post. For details of available documents and cost, please contact us at companies@fsc.gov.im
The full records of all BN's are also available on request. Please contact us at companies@fsc.gov.im
- WHAT DO I DO IF I CANNOT READ A DOCUMENT?
You may occasionally find images which are of a poor quality. This may be the result of the settings used during scanning or it may be due to the age of the document, some of which were submitted well over 100 years ago. Please contact us at companies@fsc.gov.im to draw these to our attention. Please include the company name, document type and date. We will aim to e-mail you a legible copy of the document within 48 hours.
- WHAT DO I DO IF THE DOCUMENT SEEMS INCOMPLETE OR IS ON THE WRONG COMPANY FILE?
We process a large volume of information and errors can very occasionally occur. Please contact us at companies@fsc.gov.im to tell our Internet Support Team about the problem. Include the company name, the nature of the error and details of any document you are referring to. We will aim to rectify the error and provide the document you require within 48 hours.
- WHO DO I CONTACT IF I EXPERIENCE PROBLEMS USING THE SYSTEM OR DOCUMENTS PURCHASED ARE NOT AVAILABLE?
Please contact a member of the Internet Support Team on 01624 689306 or pvi.fsc@gov.im
Using the Companies Registry On-line Company Search facility
7.1 How do I search for a company by name?
Go to the Main Menu screen and click on 'New Search'. Enter either part or all of the company name. A minimum of two letters must be used. A list of companies that match your search request will be displayed. Select the company you want from the list which will provide the free information on the company.
7.2 Can I refine the order of results?
When the list of companies are displayed you can refine how the data is presented by order results by:
Relevance = displays companies by relevance to your selection.
Company number = numerical by company number.
Company name = most relevant to search first.
Company status = live companies listed first.
7.3 How do I search by company number?
All IOM companies are given a unique reference number when they are incorporated or registered. Each company type has a distinctive suffix to distinguish it. When you search by company number remember to include the appropriate suffix at the end of the number. If you do not include a suffix the system will report finding 'no matches'. The following suffixes can be used: -
C = Isle of Man Company
F = Foreign Company
L = Limited Liability Company
B = Business Name
V = 2006 Company
7.4 What do I do if I receive a message “No Matches” after searching for a company?
This message indicates that the company number or company name entered is not valid, or a suffix has not been entered after the company number (see 7.3 for suffixes).
7.5 What should I do if the company or business name I require is not displayed?
If the name you are looking for does not appear and you believe it should be on our register please contact us at companies@fsc.gov.im Please provide the name you are looking for and we will look into the matter and report back to you within 24 hours.
7.6 How can I see what documents are available for a company?
When documents are available there will be a link to them at the bottom of the free company details page. Simply click on the link and you will be presented with a list, in chronological order of all the available documents.
7.7 If the list is long, can I select a range of documents?
By default the system will present you with a list of all the available documents. However, by using the drop-down menu located under the name and number of the company, you can select a list of:-
- Constitution documents - (memorandum and articles of association, any amendments and any resolutions or special resolutions) only; or
- Charge Documents - documents concerning the registration of mortgages or charges only; or.
- Liquidation/Dissolution - documents concerning the appointment of a liquidator or Receiver only.
Select 'All Documents' to return to the full list.
7.8 How do I register as a user?
To register as a user you will need to access http://www.fsc.gov.im/pvi/pvi_fr.html and click on “Logon" (top right), click on the link “New user registration” fill out the registration form and submit.
7.9 What are the username policy requirements?
Your username must not include \&@ or any other special symbol.
7.10 What are the password policy requirements?
Your password must be 9 characters long, and include an uppercase letter, a number/s and a symbol/s (!@#*).The password should not have been previously used.
7.11 How do I purchase and view the documents?
In order to purchase and view the documents you will need to login http://www.gov.im/fsc/pvi/pvi_fr.html
Once you have selected the documents you require select "purchase". The documents will be moved into your 'Cart'. You can check your shopping basket contents any time by clicking on the "view Cart" menu option.
You may continue searching and adding documents to your shopping basket from different companies until you are ready to "check out".
When you have completed your purchases, click on the "View Cart" menu option. The cart will list all the documents you have added and the total value of the purchase. Please check carefully to ensure that the documents in the shopping basket are the ones that you really want as refunds will not be given to users who purchase the wrong documents.
There is an option to remove documents from the basket that you do not require. When you have checked the contents of your cart, you can then proceed to pay for the documents by credit/debit card or by Futurepay.
You will now be taken to the payment pages at Worldpay. You need to enter your credit card details. Once successful payment is made you will receive an email confirmation that your documents are available to view.
7.12 How do I pay by credit/debit card?
When viewing the shopping cart, click “Pay by credit or debit card” link. You will then be taken to the payment pages at Worldpay. You will need to enter your credit/debit card details. Once successful payment is made you will receive an email confirmation that your documents are available to view.
7.13 How do I pay by Futurepay?
Setting up a Futurepay Agreement enables credit/debit card details to be lodged securely once, and transactions thereafter to be debited directly from your card.
To pay by FuturePay you will first need to set up an Agreement with FuturePay. When viewing the shopping cart, click “Pay by new FuturePay Agreement” link. You will then be taken to the payment pages at Worldpay. You will need to enter your credit/debit card details. Once successful payment is made you will receive an email confirmation that your documents are available to view. A second email will confirm your Futurepay Agreement details.
Once you have set up a Futurepay Agreement you will be able to pay for subsequent documents with your Futurepay Account. Click “Pay by Futurepay account” when viewing documents in your “Cart”. You will not need to provide your credit/debit card details, as Futurepay has them lodged securely.
WARNING. Once you have established a Futurepay Agreement all purchases against the registered username will be made against the Futurepay Agreement. Please consider this if the username is used by multiple users.
7.14 How do I view documents I have previously purchased?
Documents purchased by you will be available to you for 7 days from the date of purchase. To view these you need to log in. Then, select option 'purchase history', which will display the purchase date, company name and description of any documents previously purchased. By clicking 'view' you can see an image of the document on your screen.
7.15 How do I cancel a Futurepay Agreement?
To cancel the Agreement, log into the system and go to the “Edit User Details” menu option. Click the “Cancel Agreement” button. Your Agreement will then be cancelled.
7.16 How do I update my user details?
After logging in, follow the link 'Edit user details'. You can alter any details that are incorrect.
7.17 When can I use the service?
The service will normally be available 24 hours a day every day. There may be times when the service may operate slower due to internet traffic. It may be necessary for the service to be suspended for essential maintenance and/or circumstances beyond our control.
7.18 What do I do if I have forgotten my username?
If you forget your username simply set up a new one.
7.19 What do I do if I forget my password?
If you forget your password, the system will allow you to request a new password by entering your Username and e-mail address. A new password will be sent to you by e-mail.
7.20 What is the cost of the service?
Basic company information - free
Company Prospectus - £5 per document
Company Accounts - £5 per document
All other documents - £1 per document
7.21 How do I close my user account?
An email should be sent to pvi.fsc@gov.im providing your user name and/or email address. The account will then be disabled.
7.22 How can I be sure that my payment details and privacy are assured?
We use rigorous security methods to ensure that all the details you give us stay safe. We transmit all personal data in an encrypted form. Your attention is also drawn to the Privacy Statement.
When you enter this website we will use cookies. Cookies are small pieces of information, which are stored by your browser on your computer's hard drive.
These cookies do not store any details relating to you or your credit cards. If you do not wish to receive cookies you will not be able to use this website.
We also use JavaScript to speed up the experience. If you have disabled either your cookie or JavaScript function, please refer to your browsers' support page for details on how to re-instate them.
7.24 What do I do if my basket is locked?
A basket is locked when you select the checkout function to purchase the items in the basket. There are some circumstances when the basket could remain locked for good. When, for example, you proceed to checkout, then abandons buying the items, and thus never returns back from WorldPay nor logs in again to the PVI system or if your browser timesout. You should call teh Internet Support Team on 01624 689306 and they will unlock your basket.
- RESERVING A COMPANY NAME
There is no statutory obligation to obtain pre-approval of a company or business name. The Commission has discretionary powers in relation to the desirability of company and other names.
However, checking to ensure that your chosen name is available and that you are, if required, in a position to produce supporting information relevant to your proposed name makes good business sense and, could help avoid delays in getting your business up and running.
We recommend reading the detailed guidance note http://www.gov.im/lib/docs/fsc/companynames/conameguide.pdf prior to undertaking any search. Before you can reserve a name, you must ensure the name you require is available.
In order to check the availability of the name you require go to 'Company Name Availability'. Enter the name you require and click 'check name'. If there are any similar names already registered a list of these will be shown. If your name is not taken or you believe it is sufficiently distinct from any similar names, you can apply to reserve the name by clicking http://www.gov.im/fsc/pvi/pvi_fr.html, completing the form, and clicking 'submit'.
A reply will be issued within 24 hours.
8.2 Are there any restrictions on the name which can be used?
The Registry will ensure that your choice of name is not the same as an existing name and that it does not contain any words which are prescribed by regulations or which are considered to be offensive. In addition, the law requires that all company names must end with an approved suffix, denoting the fact that the company has either 'limited' or 'unlimited' liability.
For more detailed information please see our practice note:
DEFINITIONS
9.1 What is an Isle of Man Company?
The first Companies Act in the Isle of Man was enacted in 1865, following the United Kingdom companies legislation in 1862. However, current legislation is based on the Companies Act 1931,which was based on the United Kingdom Companies Act 1929,and which it followed virtually word for word. Subsequent amending legislation, however, has modified the original act considerably.
Subsequent acts amending the Companies Act 1931 have been passed as follows:
- Companies Act, 1961
- Companies Act, 1968
- Companies Act, 1974
- Companies Act, 1982
- Companies Act, 1986
- Companies Act, 1992
- Single Member Companies Act, 1993
Companies may be:
- Limited by shares
- Limited by guarantee
- Limited by guarantee and having a share capital
- Having a share capital with unlimited liability
Companies limited by shares are formed with an authorised share capital. The standard authorised capital on formation is usually £2,000 divided into 2,000 shares of £1 each. This attracts the minimum capital duty, which is paid on formation.
Companies limited by guarantee have no predetermined capital, and thus no shares. Members are elected and can resign and membership is not transferable. Members are usually required to pay a non-returnable entry subscription on election, and the subscription capital forms the basic capital of the company.
Companies limited by guarantee and having shares may have members who hold shares, and members who do not.
Companies having a share capital with unlimited liability have a share capital in exactly the same way as a company limited by shares, but there is no limit to the liability of members. Such companies are not dissimilar to civil law partnerships.
Private and Public
All companies are designated as either public companies or private companies. Private companies are not permitted to offer their shares or other securities to the general public and are not required to file their annual audited accounts with their annual return.
There are no restrictions on the number of members of a private company, or on the transferability of its shares. However, companies incorporated prior to 1988 may have such restrictions until and unless they adopt new articles of association.
Under the provisions of the Companies Act 1992, public companies must have the suffix 'Public Limited Company', or the abbreviation 'P.L.C.' after their name. Other Companies must bear the suffix 'Limited' or 'Ltd' after their name. Private Companies, which are registered charities, may be permitted, by license, to dispense with the suffix. Isle of Man public companies have for many years been quoted on recognised stock exchanges around the world, and are frequently used for flotations and loan stock issues.
The Incorporation of a Company
The procedure for incorporating a company is as follows:
- It is advisable to obtain prior approval for the proposed name of the company from the Companies Registry.
- The duly executed memorandum and articles of association is lodged with the Companies Registry.
- Form 1,which notifies the first directors and secretary, and the intended first registered office, is filed at the same time.
- Subject to the incorporations papers being correct, the Companies Registry will issue the certificate of incorporation within 24 hours.
Records and Reports
Companies also have an ongoing obligation to file details of certain changes with the Companies Registry. Returns must be submitted as provided in the Act relating to:
- The location or changes in location of the registered office.
- The identity of directors*and secretary.
- The allotment and issuing of shares.
- The creation of classes of shares or the reorganisation of the share capital.
- An annual return.
- The appointment of a liquidator or receiver.
- Public Companies are required to file accounts.
*Note: It should be noted that a director of a company for these purposes is not only a person who has been formally elected as such, but also a person under whose directions or instructions the Directors are accustomed to act. Such a person is termed a 'Shadow Director ', and details of such a shadow director should also be included in returns and records.
9.2 What is a Foreign Company?
A foreign company is defined by Part II of the 1931 Companies Act as any company incorporated outside of the Isle of Man which establishes a branch or a permanent place of business in the Isle of Man.
To register, a foreign company must lodge the following documents with the Companies Registry:
- A certified copy of the charter, statutes, or memorandum and articles of association, or other document comprising the constitution of the company, and, if such document is not in English, a certified translation thereof.
- A list of the directors and secretaries of the company containing the same information as would be required for a company incorporated in the Isle of Man.
- The name and address of a person resident in the Isle of Man authorised to accept on behalf of the company service of process and any other notices required to be served on the company.
The company is also required to inform the Companies Registry if there is any change in:
- The charter, statutes, or memorandum and articles of association; or
- The directors and secretaries (if any) of the company or the particulars contained in the list of directors and secretaries; or
- The names or addresses of the persons authorised to accept service on behalf of the company,
The concept of a limited liability company was originally conceived in Wyoming, USA and has been introduced into Manx law by the Limited Liability Companies Act 1996 (LLC). The LLC is a separate legal entity with its own legal personality which is distinct from its members, manager and registered agent. The principal characteristics of an LLC are:-
- Members' liability is limited to the amount of their capital contribution.
- The right to manage the LLC is vested in the members themselves in proportion to their contributions to capital, or a manager may be appointed.
- The LLC is treated very similarly to a partnership for taxation purposes, with each member of the LLC paying income tax upon his share of the profits.
- The LLC does not have directors or a secretary, but it must have a registered agent on the Isle of Man.
To register an LLC the following should be delivered to the Companies Registry:
- Articles of organisation signed by the person forming the company and the first members named in the articles.
- A consent form signed by the registered agent, and
- A statement of the intended registered office.
The articles of organisation must contain:-
- The name of the LLC.
- The names and addresses of its members.
- The name and address of its registered agent on the Island.
- The total amount of cash and a description and the value of other property contributed by the members.
- Whether members have agreed to make future contributions and, if so, the intended amount.
- Whether or not additional members are to be admitted and, if so, on what terms and conditions.
- If required, a right for the members to appoint a manager.
- If required, the right for remaining members to continue the business of the LLC in the event of an occurrence which terminates the continued membership of a member in the LLC.
- Any further provisions which relate to the internal regulation of the LLC, including making operating agreements.
Records and Reports
Every LLC is required to file details of certain changes with the Companies Registry. Returns must be submitted as provided in the Act relating to:
- The location or changes in location of the registered office.
- A change of agent or their particulars.
- A change to the articles of organisation.
- An annual return.
- The appointment of a liquidator or receiver.
Any company, firm or individual having a place of business in the Isle of Man and trading under a name other than their corporate name (in the case of companies) and a name other than their own true names without any addition (in the case of individuals and firms) is required to register the name.
Registration forms are available from the Companies Registry and on the Commissions web site www.fsc.gov.im
The Companies Act 2006 updates and modernises Isle of Man company law by introducing a new simplified corporate vehicle into Isle of Man law. The new corporate vehicle follows the international business company model available in a number of other offshore jurisdictions. The 2006 Act is based on familiar concepts and, whilst it does not contain any novelties as such, it sweeps away a number of the traditional company law formalities, including the concept of authorised share capital, the requirement to hold an Annual General Meeting, the requirement to maintain capital (subject to solvency), the requirement to have a company secretary, the prohibition on financial assistance and the number of compulsory registry filings. The result is a modern, flexible and simplified corporate vehicle that will be attractive to business.
Every company incorporated under the Companies Act 2006 must have a registered agent in the Isle of Man. Only persons holding an appropriate licence issued by the Isle of Man Financial Supervision Commission can act as a registered agent. This requirement ensures that there is a licensed professional on the Isle of Man overseeing the administration of the company.
The Companies Act 2006 is a stand alone piece of legislation. Companies incorporated under the 2006 Act are governed solely by its provisions and (save in relation to liquidation and receivership) are not subject to the provisions of the existing Isle of Man Companies Acts 1931-2004. Equally, present and future companies incorporated under the Isle of Man Companies Acts 1931-2004 are not subject to or affected by the terms of the Companies Act 2006. However, the Companies Act 2006 does contain relatively simple procedures to enable a company incorporated under the Companies Acts 1931-2004 to re-register as a company under the Companies Act 2006
A company can be incorporated or continued under the Companies Act 2006 as:
- a company limited by shares;
- a company limited by guarantee;
- a company limited by shares and by guarantee;
- an unlimited company with shares;
- an unlimited company without shares;
- or a protected cell company.
Every company incorporated under the Companies Act 2006 is a legal entity in its own right separate from its members and continues in existence until it is dissolved. In addition, every type of company must at all times have at least one member.
Some additional information is available on our web site at: http://www.fsc.gov.im/companies/companiesact2006.xml
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