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| Statutory
Records
The
Companies Act 956 requires companies incorporated
in Brunei Darussalam to maintain the following
records:
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Minute
Book of Members' Meetings. |
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Minute
Book of Directors' Meetings. |
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Minute
Book of Managers' Meetings. |
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Register
of Members. |
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Register
of Directors and Managers. |
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Register
of Charges. |
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Book of Account |
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addition to the above statutory books,
the company is also required to maintain
proper books of account which is adequately
reflect the transactions and financial
position of the company to facilitate
the preparation of a Balance Sheet
and Profit and Loss Account. The Books
of Account can be kept at the registered
office of the company or in any place
the directors consider appropriate. |
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Audit
and Accounts |
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Brunei Darussalam incorporated companies,
whether private or public must appoint
Brunei Darussalam Registered Auditors
who are authorised by the Sultan in
Council to practise in Brunei.
The
Auditors are to report to the shareholders
whether they have obtained all the
information and explanations required
and whether the Balance sheet submitted
to the Annual General Meeting of
the shareholders gives a true and
fair view. The disclosure requirements
set out in the Companies Act are
minimal with the format and manner
of accounts presentation not prescribed.
There are, however, international
firms of accountants in Brunei and,
in general, accounts comply with
International Accounting Standards,
with certain allowance for local
companies.
Branches
of foreign companies should prepare
branch accounts which do not require
to be audited but required, however,
to support the tax computation.
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Local
Equity Participation |
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Government strongly encourages local
participation in both the ownership
and management of Brunei companies.
Although there is no specific restriction
on foreign participation in equity,
local participation can be of considerable
assistance with regard to operating
Brunei Shell Petroleum. |
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Reporting
Requirements |
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Brunei company having share capital
is require to submit an annual return
in the prescribed form to the Registrar
of Companies within 28 days of its
annual general meeting. (click
here)
For
a public company, the return must
be accompanies by a copy of the
latest accounts. Private companies,
however, are not required to file
their annual accounts with the Registrar
of Companies.
Branches
of Foreign companies are required
to submit, in every calendar year,
a copy of their head office annual
accounts to the Registrar of Companies
for registration.
In
addition to the above, most businesses
are required to submit financial
and non-financial details each year
to the Economic Planning Unit for
statistical purposes.
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Company
or Branch |
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main benefit of setting up a local
company rather than a branch is that
the local company is separate legal
entity and, accordingly, the parent
is not chargeable with its liabilities.
As the differences in Brunei are not
that significant, the deciding factor
as to which type of entity to choose
is likely to depend on tax and related
considerations in the home country. |
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