Change Agent

Why change agent?

When you first incorporate an offshore company, you start with tax planning and legal matters. This does not mean you will not have any issues in the future. Issues may not just be related to finances, they may relate to supporting, maintaining and advising your company from year to year and dealing with some matters during the life of your business. You have to choose the proper provider or registered agent to serve your offshore structure during its lifetime.

In case your company already had the Registered Agent but you do not like the way they support the company, they cannot provide the request services. You are not happy with your choice and you want to change, you want to choose another one, if so, we can help you change the Registered Agent (or Secretary).

How to change agent?

Step 1
Provide us with your current company documents

Provide us with your current company documents and a resolution (as our checklist required) to change your local agent/secretary company.

Step 2
Pay for the services you ordered.

Pay for the services you ordered.

Step 3
Details of the new local agent

Details of the new local agent or secretary company will be updated on the government system within 1 to 3 working days, depending on the jurisdiction.

Fee Schedule

Jurisdiction Services fee Time frame
Hong Kong US$ 399 2-3 working days
BVI US$ 569 5-6 working days
Singapore US$ 899 2-3 working days
UAE US$ 1,349 5-6 working days
UK US$ 299 2-3 working days
US US$ 549 3-4working days
Seychelles US$ 439 4-5 working days
Belize US$ 510 5-6 working days

Notes: Services fee is not including outstanding fee which you not yet paid for previous years, penalty, annual fee or other services like Nominee or Annual return - if any.



1. Can I switch my Offshore Company from one Registered Agent to another ?

Yes. Change of Agent is a fairly standard procedure for IBC`s. It can be done by requesting the current Registered Agent to resign and pass the administration of Your offshore company to another licensed Registered Agent. Such request should be provided in writing. All reputable Registered Agents would honour such request without question.

Although legally the change of the Registered Agent is pretty straightforward, those clients, who act in bad faith (for instance, trying to avoid the payment of confirmed and past-due company renewal fees) will encounter difficulties. Quite simply, they may not find a single Registered Agent willing to accept the administration of their company.

2. What documents will I get to ensure my full control over the company and to enable me to resign any officers or agents if I want to?
Apart from the trust declarations from the nominee shareholder, you can get a similar undertaking from the nominee director. As an alternative, the nominee director can issue an undated resignation letter, which can be executed by you at any time, thus removing the director from office with immediate or past effect. Finally, if specifically required by the circumstances, a detailed and specific company management services contract may be drafted and concluded between you and the registered agent (who would also represent all nominees involved).
3. What are the required documents for the change of registered agent?

The new registered agent has to prepare the following forms.

  1. Shareholder’s resolution mentioning the change of registered agent.
  2. Change of registered office signed by the director/shareholder.
  3. Notice given to the old agent about their resignation and submitted to the local authority.
4. Does the registered agent participate in the decision making of the offshore company?
No. The only ones who have power of decision are the shareholders, proxies and directors, depending on the specific case. The registered agent will only be in charge of registering all the acts made by these parties.
5. Why should I pay for the Registered Office and Registered Agent if I don't even use them?

You do use them. Apart from lending his office address to be used as the legal address of your company, the registered agent is also legally responsible for the safe custody and updating of a range of documents – namely, the memorandum and articles of association of the company, the register of members or a copy thereof, the register of directors or a copy thereof, and copies of all notices and other documents filed by the company in the previous ten years.

Furthermore, unless the directors of the company have decided otherwise, the registered agent is also the custodian for all minutes of meetings and resolutions of shareholders, and all minutes of meetings and resolutions of the directors. In particular, it is the duty of the registered agent to keep these documents up to date and available for inspection by company directors, shareholders and owners.

Finally, the registered agent acts as the official intermediary between the offshore company and the government, in particular concerning timely payment of the government renewal fees and filing of administrative returns (as the case may be). All in all, the registered agent has a scope of important legal and practical functions, for which, accordingly, an annual fee is to be paid by the offshore company.


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