COMPANY REGISTRATION OBLIGATIONS UNDER DUTCH CARIBBEAN LAW
Records must be kept up-to-date
The board of managing directors of a Netherlands Antilles NV or BV must keep a register in which the names and addresses of all holders of registered shares shall be recorded, stating the class of share, the voting rights attached thereto, the amount paid thereon or credited as paid, the obligation to make an additional contribution if any, the date of acquisition and whether or not a share certificate has been issued.
A record must also be made of the establishment or transfer of a right of usufruct over the shares and the establishment of a right of pledge on the shares and any transmission of the voting rights connected therewith. The board of managing directors is under the obligation to keep the shareholders register accurate and up-to-date. The date on which any change was made must be recorded.
The managing directors are obliged to register the following information with the Chamber of Commerce & Industry: official company name, trade name, legal name, statutory seat and business address, object categories of the business of a company, issued and outstanding capital and if there are different classes of shares issued, fiscal year, date of incorporation, date of establishment and date of the last amendment of the articles of association and certain particulars of the managing directors and, if applicable, supervisory directors and or proxy holders.
It is the responsibility of the managing directors to ensure that the registration with the commercial register is accurate and up-to-date. Every alteration with respect to the registered information should be filed with the commercial register.
Karel Frielink
Curacao-based Attorney (lawyer) / Partner
