7.1. Public registers

7.1.1. For section 204(1) (Public registers) of the AIFC Companies Regulations, the Registrar of Companies must keep and publish registers of current and past registrations of Companies and Recognised Companies, the separate register of Restricted Scope Companies under Part 9 of these Rules and the separate register of Special Purpose Companies under the AIFC Special Purpose Company Rules, by recording in the relevant register the following details, so far as they may be relevant, in relation to each company that is, or has been, incorporated or registered in the AIFC:

• (a) current name;
• (b) identification number;
• (c) date of registration;
• (d) type of company;
• (e) each former name;
• (f) the date of registration of each change of name;
• (g) the address of the current registered office;
• (h) the address of each of the former registered office;
• (i) the date of registration of each change of registered office;
• (j) the names of each of the current Directors;
• (k) the date each of the current Directors became a Director;
• (l) the names of each former Director;
• (m) the dates each of the former Directors became and ceased to be a Director;
• (n) the names of the current Secretary or, if there are 2 or more joint Secretaries, each joint Secretary;
• (o) the date the current Secretary became Secretary or the dates each joint Secretary became a joint Secretary, as the case may be;
• (p) the names of each former Secretary or, if there have at any time been 2 or more joint Secretaries, the names of each former joint Secretary;
• (q) the dates each of the former Secretaries or joint Secretaries became and ceased to be a Secretary or joint Secretary;
• (r) the number and class of issued Shares or membership interests, the nominal value of Shares, and the amount of Paid-up share capital;
• (s) names of Shareholders or members of the company or, if the Shares are listed on an exchange for trading, the 20 members holding the most number of Shares;
• (t) for a Recognised Company—the jurisdiction in which the company is incorporated;
• (u) for a Recognised Company—the address of the company’s current registered principal place of business in the AIFC or, if the company is no longer registered, the address of its last registered principal place of business in the AIFC;
• (v) for a Recognised Company—the addresses of the company’s former registered principal places of business in the AIFC;
• (w) for a Recognised Company—the date of registration of every change of the company’s registered principal place of business in the AIFC;
• (x) for a Recognised Company—the name and address of the each Person currently registered as authorised to accept service on behalf of the company or, if the company is no longer registered, the name and address of each Person last registered as authorised to accept service on behalf of the company;
• (y) for a Recognised Company—the name and address of each Person formerly registered as authorised to accept service on behalf of the company;
• (z) for a Recognised Company—the date of registration of every change in the details of the Persons authorised to accept service on behalf of the company;

(za) the Company’s financial year end;

(zb) the dates of the commencement and ending of each scheme of arrangement, receivership or liquidation in relation to the Company;

(zc) the name and address of the following in relation to the company:

(i) each Nominee for a proposed Voluntary Arrangement, or Supervisor of

a Voluntary Arrangement, within the meaning of the AIFC Insolvency Regulations;

(ii) each Administrator within the meaning of the AIFC Insolvency Regulations;

(zd) the dates each Nominee, Supervisor or Administrator mentioned in paragraph (zc) became and ceased to be a Nominee, Supervisor or Administrator in relation to the Company and, for an Administrator, whether the Administrator was a Receiver, Administrative Receiver or Liquidator;

(ze) the date of the company’s dissolution; and

(zf) the annual accounts of a Public Company and any other applicable Company in accordance with section 131(5) of the AIFC Companies Regulations.

7.1.2. A certificate that appears to be signed by or on behalf of the Registrar of Companies,

and states any matter that appears in a register kept by the Registrar under section 204(1) of the AIFC Companies Regulations, is evidence of the matter.

7.1.3. The Court must accept a certificate under subrule 7.1.2 as proof of the matters stated in it if there is no evidence to the contrary.

7.1.4. A Document that appears to be a copy of the certificate of registration of a Company or a certificate of recognition of a Recognised Company, and to be certified by the Registrar of Companies, is evidence of the matters stated in it.

7.1.5. The Court must accept a Document mentioned in subrule 7.1.4 as evidence of the matters stated in it unless the contrary is established.

7.2. Forms

7.2.1. If the Registrar of Companies issues or prescribes a form (an approved form) to be used for a particular purpose under or in connection with the AIFC Companies Regulations, these Rules or any other Legislation Administered by the Registrar, the form must be used for that purpose.

7.2.2. If the AFSA issues or prescribes a form (also an approved form) to be used for a particular purpose under or in connection with the AIFC Companies Regulations or these Rules, the form must be used for that purpose.

7.2.3. Substantial compliance with an approved form in sufficient.

7.2.4. However, an approved form is properly completed only if each mandatory requirement applying to the form is complied with.

7.2.5. For subrule 7.2.3, a mandatory requirement is any requirement mentioned in subrule

7.2.6 and any other requirement that the form states is a mandatory requirement.

7.2.6. Each of the following is a mandatory requirement for every approved form, except so far as a particular approved form otherwise provides or the AFSA or Registrar of Companies exempts a Person from the requirement:

• (a) the form must be on white paper of international A4 size;
• (b) the form must be clearly printed or written in black in a way that is permanent and can be reproduced or copied by photographic or electronic means;
• (c) the form must contain, where applicable, the original signatures of the Person or Persons indicated on the form and the date on which they signed;
• (d) if the form relates to a Person—the form must state the Person’s full name and, if the Person has an identification number, the identification number;
• (e) if the form has an annexure—the annexure must be endorsed with the following words ‘This is the (or, if appropriate, an) annexure to the (insert the name of the form or a description of it) relating to (insert the name of the Person the form relates to) dated (insert date of form);
• (f) the form must be completed in the English language.

7.2.7. Without limiting subrule 7.2.5, an approved form may state that any of the following requirements is a mandatory requirement:

• (a) that the form be signed or witnessed, or signed and witnessed in a particular way;
• (b) that the form, or information or a Document given with or attached to the form, be in a particular format (for example, in Writing or a particular electronic format);
• (c) that particular information be included in the form, or a particular Document be attached to or given with the form;
• (d) that the form, information in the form, or a Document attached to or given with the form, be verified in a particular way.

7.3. Decision-Making Procedures for Registrar

7.3.1. If a provision of any Legislation Administered by the Registrar requires or permits the Registrar of Companies to make a decision (including a decision to refuse to make a decision), the procedures prescribed by Schedule 2 (Decision-making Procedures for Registrar of Companies) are, so far as they are relevant to the making of the decision and not inconsistent with a provision of any AIFC Regulations, any other provision of these Rules or a provision of any other AIFC Rules, the Decision-making Procedures applying to the making of the decision by the Registrar.

7.3.2. To remove any doubt, the procedures prescribed by Schedule 2 are prescribed for the definition of Decision-making Procedures in Schedule 1 (Interpretation) of the AIFC Companies Regulations and any definition corresponding to that definition in any other Legislation Administered by the Registrar.

7.3.3. However, Schedule 2 does not apply in relation to the making of a decision by the Registrar of Companies so far as that Schedule provides that that it does not apply in relation to the making of the decision.

7.3.4. To remove any doubt, Schedule 2 does not prevent the Registrar of Companies from establishing a mechanism under which a decision made in accordance with that Schedule is reviewed by officers, employees or agents of the AFSA who were not involved in making the decision or by an independent third party who the Registrar considers competent to conduct the review.

7.3.-1. Retention

All Documents filed with the Registrar must be retained by the Registrar for a minimum of six years from the date of filing, irrespective of the status of the Company to which such Documents relate

7.4. Fine limits

The maximum fine that may be imposed on a Person by the Registrar of Companies for a Contravention of a provision of the AIFC Companies Regulations mentioned in column 2 of a item of the table in Schedule 3 (Fine limits) is the amount specified in column 4 of the item.