All sections · Part VIII: Administration · Sub-Part I: Registered Office
162 改变户籍
This section has been amended. The text above is the 2016 wording; the amending provisions follow.
(1) 公司可以修改其公司章程和大纲，以改变其注册办事处的位置------。
(a) 通过普通决议，尽管公司章程或细则中有任何相反规定；或
(b) 如果备忘录或章程授权，由董事决议。
根据第23条向公司注册处备案，但公司的注册办事处应与其在塞舌尔的注册代理人的主要营业地为同一地址。
(2) 注册办事处的转让应在注册官根据第23条提交的第(1)款中的决议的核证副本或摘录存档时生效。
(a) 通过普通决议，尽管公司章程或细则中有任何相反规定；或
(b) 如果备忘录或章程授权，由董事决议。
根据第23条向公司注册处备案，但公司的注册办事处应与其在塞舌尔的注册代理人的主要营业地为同一地址。
(2) 注册办事处的转让应在注册官根据第23条提交的第(1)款中的决议的核证副本或摘录存档时生效。
Translation for information only. Only the English original is legally binding.
Original wording (English, legally binding): Change of registered office
(1) A company may amend its memorandum to change the location of its
registered office
registered office —
(a) notwithstanding any provision to the contrary in the
memorandum or articles, by ordinary resolution; or
(b) if authorised by the memorandum or articles, by resolution of
directors,
filed with the Registrar in accordance with section 23, provided that a
company‘s registered office shall be the same address as the principal
place of business in Seychelles of its registered agent.
(2) A change of registered office takes effect on the registration by the
Registrar of a certified copy or extract of the resolution referred to in
subsection (1) filed in accordance with section 23.
registered office
registered office —
(a) notwithstanding any provision to the contrary in the
memorandum or articles, by ordinary resolution; or
(b) if authorised by the memorandum or articles, by resolution of
directors,
filed with the Registrar in accordance with section 23, provided that a
company‘s registered office shall be the same address as the principal
place of business in Seychelles of its registered agent.
(2) A change of registered office takes effect on the registration by the
Registrar of a certified copy or extract of the resolution referred to in
subsection (1) filed in accordance with section 23.
Amended since 2016
Act 32 of 2021 · 2021-08-02
30. Section 162 of the principal Act is amended, by repealing
subsection (1), and substituting therefor the following subsections —
“(1) Subject to section 23 and subsections (1A), (1B) and (2),
a company may amend its memorandum to change the location of
its registered office by resolution of members or resolution of
directors as provided for in its memorandum or articles.
(1A) If the memorandum or articles of a company do not state
the type of resolution that is required to amend its memorandum to
change the location of its registered office, an ordinary resolution
shall be sufficient.
(1B) An ordinary resolution shall be sufficient to amend the
memorandum to change the location of its registered office,
notwithstanding that the memorandum or articles of a company
contains a provision prohibiting the change of the location of its
registered office.”.
subsection (1), and substituting therefor the following subsections —
“(1) Subject to section 23 and subsections (1A), (1B) and (2),
a company may amend its memorandum to change the location of
its registered office by resolution of members or resolution of
directors as provided for in its memorandum or articles.
(1A) If the memorandum or articles of a company do not state
the type of resolution that is required to amend its memorandum to
change the location of its registered office, an ordinary resolution
shall be sufficient.
(1B) An ordinary resolution shall be sufficient to amend the
memorandum to change the location of its registered office,
notwithstanding that the memorandum or articles of a company
contains a provision prohibiting the change of the location of its
registered office.”.
