The set of corporate documents for registration of a Belize offshore company will always include the standard logical sequence of documentation: original Certificate of Incorporation, Memorandum of Association, Articles of Association, First Minutes (dealing with all appointments and allocations), Corporate Resolutions containing the appointment of Directors and the allocation of shares, share certificates, copies of the Registry of Directors and the Registry of Shareholders. If we have been ordered to integrate a third-party directorship or shareholder service into the Company, additional documentation may include management contracts, share transfer forms or trust declarations, powers of attorney, additional corporate resolutions and other documentation as the case may be.
All offshore jurisdictions require that all international business companies (non-resident companies, offshore companies, etc.) have an address in that country. This is called the registered address. In order to incorporate an offshore company, most offshore jurisdictions also require maintaining a licensed registered agent within their territory. Usually, the registered agent is located in the registered address of the offshore company.
As to the authentication of offshore incorporation documents, in most cases your offshore company documents will probably need to be certified. Documents issued in one country would usually be acceptable only within that one country only. A document can be certified by a Notary or by a government officer - for example, by the Registrar of Companies - but this is still a purely local certification.
To make a document legally acceptable abroad, most countries in the world have agreed on a uniform system of 2nd tier certification of public documents. This is the so-called Apostille legalisation, or The Hague Convention 1961 process.
If you intend to open a foreign bank or securities account for your offshore company, to purchase a real estate in the name of your offshore company, to register a branch or a joint venture with your offshore company, or to enter into any similar deal where you would have to show the company documents to a third party outside Belize - you will most probably be asked that the documents be properly certified by Apostille.
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