IN an update on its move to remove from its roll companies which are not compliant with its requirements, the Companies Office of Jamaica (COJ) has indicated that no allowance will be given for use of the registered name — following removal from its register — for up to two decades, unless companies seek to restore their status.

In an emailed response, the COJ further advised, “A company may be removed from the Register of Companies voluntarily or at the discretion of the registrar. When a company is removed you cannot do any transaction in the company name.”

It was. however, added, “Please further note that no one can use the name for 20 years although the company is removed. The directors in the company can come in to restore the company during that 20-year time period.”

For companies that are still in operation but non-compliant, the COJ website indicates that the Companies Act 2004 empowers the Companies Office of Jamaica to strike from the Register of Limited Companies “any company where she has reasonable cause to believe that the company is not carrying on business or in operation”.

Up to 2,000 companies face being struck off the registry at the Companies Office of Jamaica (COJ), with some under threat of having their assets seized due to non-compliance with their obligation.

The COJ outlined its intention in a notice published in December 2021 to remove the entities. The statement said, “Whereas having a reasonable cause of believing that the companies named herein are not carrying out business or in operation: Take notice that on the expiration of three months from this notice the names of the companies mentioned in the schedule hereto will, in accordance with the provisions of Section 337 of the Companies Act, be struck off the register of companies and be dissolved unless a cause is shown to the contrary.”

The COJ also warned companies, in a separate notice, to file their annual returns to avoid legal action. Reports are due on the anniversary of the company’s incorporation. However, there is a grace period of 28 days.

A company that has ceased trading and has no assets or liabilities may voluntarily request removal under the Companies Act. If the company still has assets or liabilities, it must proceed through liquidation.

The COJ website states, “In the event that a company is struck off the register while it is still carrying on business or owns property, the assets of the company will go bona vacantia to the Crown. That is, the Government of Jamaica becomes the owner of the property. The property vests in the Crown after 20 years.”

It is noted that if a company is struck off of the register while owning property or is operating, it may, within 20 years of being struck off, request restoration to the register by applying to the Registrar of Companies.

It will, however, have to satisfy the registrar that it was, at the time of striking off, carrying on business or in operation.