Procedure How to amend or add registration details on the RCI for businesses

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Contact details

Direction de l'Expansion Économique

9 rue du Gabian
MC 98000 MONACO

Business Development Agency :
(+377) 98 98 98 00
(+377) 98 98 88 12

Fax : (+377) 92 05 75 20

Opening Hours : from 9h30 to 17h00 from monday to friday

Send us an email

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Direction de l'Expansion Économique

9 rue du Gabian
MC 98000 MONACO

Opening Hours : from 9h30 to 17h00 from monday to friday

Phone : (+377) 98 98 98 00

Fax : (+377) 92 05 75 20

Send us an email
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General rules

Any amendment of the data pertaining to the business or its executives mentioned during registration on the Trade and Industry Registry or any other additional information which is legally required, must, by law, be declared to the Trade and Industry Registry (RCI).

For SNC, SCS and SARL, details on the RCI pertaining to a change in management, the appointment of a co-manager, an amendment to the objectives of the business, the opening of a branch office and the relocation of the registered office must be declared or authorised before the above takes place (unless the activity is regulated).

For public limited companies, details on the RCI of amendments to the memorandum and articles of association are subject to approval by way of a ministerial decree as well as to the following publication formalities, which must be adhered to before any amendment takes place:

  • Publication of the ministerial decree that authorises the amendment of the memorandum and articles of association in the Journal de Monaco 
  • Publication of the amended memorandum and articles of association in the Journal de Monaco

Additional or correctional details to complete

Details concerning businesses:

  • Change or amendment of the company objects
  • Change or assignment of a new nominal partner or active partner, change in management or appointment of a co-manager 
  • Changes to the Board of Directors
  • Change to the legal status
  • Change in the business or trading name
  • Change of registered office
  • Opening of a branch office
  • Relocation or closing of a branch office, located in Monaco or abroad
  • Amendment of the corporate capital
  • Extension of the duration of the business
  • Filing, amendment or cancellation of a business brand name
  • Lease management of a business or termination of the management
  • Concession or revocation of the powers of any person who has the ability to incur the liability of the business
  • Dissolution of the business
  • Final judgement pronouncing the nullity of a commercial business

Details concerning limited partners, general partners, managers of the SARL or representatives (directors or third parties who have management ability as well as people who have the general ability to incur, by way of their signature, the liability of the legal representative):

  • Change or amendment of name, change of address or nationality of the limited partners and general partners, as well as the following details pertaining to their family circumstances:
    • Marriage (date, place and matrimonial property scheme adopted)
    • Change to the matrimonial property scheme
    • Final judgement prounouncing the separation of assets or rejecting the application
    • Final judgement pronouncing legal separation, divorce or declaring the nullity of the marriage
    • Deed reestablishing the marital property which was dissolved by the legal separation or by the separation of assets, in those cases defined by the law
    • Date and place of death of spouse
  • Change or amendment of the name, change of address or nationality of the SARL, SCA managers or the directors or third parties who have management ability as well as people who have the general ability to incur, by way of their signature, the liability of the legal representative (for example, the proxyholders or executives)

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Obtaining and completing the form

2

Collating the supporting documents

Details concerning the partners of SNC, the active partners, the managing directors of SARLs and the representatives: 

  • Amendment to the birth name: a copy of both sides of a valid ID card or a copy of both sides of a valid, updated passport, with a translation which was performed by a sworn translator if necessary. Alternatively, a copy of both sides of a valid, updated residence permit may be presented.
  • Change of address: a copy of both sides of an ID card or valid residence permit which details the new address
  • Change of nationality: a copy of both sides of an ID card or certified copy of the naturalisation deed
  • Marriage: original marriage certificate with a translation performed by a sworn translator, if necessary
  • Matrimonial property scheme: original marriage certificate detailing the matrimonial property scheme or a copy of the marriage contract with a translation, if necessary. Alternatively, a copy of the judgement which officially recognises the change in the matrimonial property scheme along with a translation performed by a sworn translator if necessary.
  • Divorce: Original birth or marriage certificate mentioning the divorce or a copy of the divorce judgement
  • Death of spouse: original death certificate

Details concerning the businesses

  • Change or assignment of a new nominal partner or general partner, change in management or appointment of a co-manager :  publication in the Journal de Monaco
  • Change of the company objects : publication in the Journal de Monaco
  • Change to the legal status : two original copies of the minutes of the partners meeting registered with the Tax Services and publication in the Journal de Monaco
  • Change of registered office : the tenure status of the premises, publication in the Journal de Monaco and removal of the previous establishment if it will not be kept 
  • Amendment of the corporate capital : two original copies of the minutes of the partners meeting registered with the Tax Services and publication in the Journal de Monaco
  • Change of the duration of the business : two original copies of the minutes of the partners meeting registered with the Tax Services and publication in the Journal de Monaco
  • Dissolution of the business : two original copies of the minutes of the partners meeting registered with the Tax Services and publication in the Journal de Monaco. Or the final judgment pronouncing the dissolution.
  • Ipso jure dissolution followed by a liquidation : two original copies of the minutes of the partners meeting, naming the liquidator and the publication in the Journal de Monaco
  • Change in the trading name (SARL): two original copies of the minutes of the partners meeting registered with the Tax Services
  • Change in the business name of an SCS (without assignment of a new active partner) : two original copies of the minutes of the partners meeting registered with the Tax Services
  • Opening, relocation or closing of a branch office : the decision of the partners or the manager ( according to the articles of association), the tenure status of the premises and publication in the Journal de Monaco (in the event of the acquistion of a business or tenancy rights)
  • Lease management of a business : the decision of lease management of the partners, the lease management contract and publication in the Journal de Monaco
  • Termination of the management: the decision of the partners to cancel the management contract and publication in the Journal de Monaco. Alternatively, the end of management notice may be presented if the contract has expired.
  • Changes to the Board of Directors : an original copy of the minutes of the Board or the Genetral meeting of the shareholders naming a director or noting the resignation of a director
  • Change to the legal status, the company objects, the trading name, the registered office, increase or decrease of the corporate capital, extension of the duration of the business :
    • The copy of the submission to the records of the notary holding the articles of association of the minutes of the Extraordinary General Meeting of shareholders, to which is attached an attendance sheet, deciding the amendement of the Articles of Association. 
    • The copy of the submission to the records of the notary holding the articles of association of the ministerial order endorsing of the articles of association
  • Dissolution of the business or appointment of a liquidator in case of Ipso jure dissolution followed by a liquidation : original copy of the minutes of the Extraordinary General Meeting of shareholders and the publication in the journal de Monaco
  • Opening, relocation or closing of a branch office : original copy of the minutes of the Extraordinary General Meeting of shareholders or the minutes of the Board (according to the articles of association), the tenure status of the premises and publication in the Journal de Monaco (in the event of the acquistion of a business or tenancy rights)
  • Lease management of a business : original copy of the minutes of the Extraordinary General Meeting of shareholders or the minutes of the Board (according to the articles of association), the lease management contract and publication in the Journal de Monaco
  • Termination of the management: original copy of the minutes of the Extraordinary General Meeting of shareholders or the minutes of the Board (according to the articles of association), deciding to cancel the management contract and publication in the Journal de Monaco. Alternatively, the end of management notice may be presented if the contract has expired.

3

Submitting the documents

All of the documents, including two signed and dated completed copies of the forms, in addition to the supporting evidence are submitted or sent off to the Trade and Industry Registry at the  the Business Development Agency (9 rue du Gabian - opening hours 9:30am - 5:00pm). You must pay the registration fees, which cost €10 by cheque made payable to the RCI or in cash at the service counter.

If the documents, such as a copy of the registration form or copy of the company’s entry in the Trade and Industry Registry, are sent in the post, then postage fees must be added to these registration fees.

Last update: 19/10/2012

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