As part of its core business, FFP provides Registered Agent services, frequently in conjunction with being appointed to act as independent directors. FFP is usually asked to provide Registered Agent services in situations where for a variety of reasons, existing service providers no longer wish to act. We have seen Registered Agents resign because of:-
threats of litigation against a client, or where litigation has actually been commenced;
- where disputes between stakeholders have created a conflict of interest for the Registered Agent;
- adverse publicity suffered by a client, previously in the context of the Panama Papers documents leak – something which may happen following what have become known as The Paradise Papers;
- allegations of money laundering by regulatory authorities in a foreign jurisdiction; and
- regulatory actions against a client which the Registered Agent is unwilling or unable to deal with.
Many of these incidents attracted adverse publicity which came to the attention of the Registered Agent and appear to have been a factor in their decision to resign.
Every company registered in the BVI is required to have a physical presence in the form of its Registered Agent and FFP (BVI) Limited is licensed by the BVI Financial Services Commission to provide those services under the control of its resident director Stephen Briscoe.
As a Registered Agent, FFP
- provides a physical mailing address for the company and a display for the company name;
- maintains the statutory registers of the company in respect of its members; its directors and officers; and its register of mortgages and charges; and
- arranges for the submission of any filings with the Registrar of Companies and/or the Financial Services Commission.
The Registered Agent will also usually maintain and safeguard other important company records and documents such as the certificate of incorporation, the memorandum and articles of association, the minute books and other contractual documents. Where appropriate we can also provide Director and nominee shareholder services.
When we are asked to accept an appointment as a Registered Agent In contentious situations such as those outlined above we will of course conduct enhanced due diligence prior to accepting the appointment. This is done so that we can properly comply with BVI’s wide-ranging regulatory framework relating to anti-money laundering and terrorist financing.
We recognize that there are a variety of circumstances which might cause an existing Registered Agent to decide that it no longer wishes to act for a client. We can assist clients by managing the transition process to a new Registered Agent, a process which can sometimes be somewhat protracted.
At FFP we pride ourselves on taking a pragmatic approach to a client’s circumstances. We will consider all the circumstances of the client when considering whether to act as it’s Registered Agent. Importantly, we do not shy away from contentious or adversarial situations and will always act in a robust manner consistent with the regulatory regime under which we operate.