Q. What is a Business Name?
A. A Business Name is the name under which any business is carried on, whether in partnership or sole proprietorship.

Q. Must everyone in business register under the Business Name Act?
A. No. The following persons need not register:

• Persons who buy and sell livestock
• Persons occupying public market stalls and paying market fees.
• Firms established for social or welfare purposes, public service,

religion, charity, education, art, science etc. whose income and profits are used solely for that purpose.

Q. Who can apply for registration under the Business Name Act?
A. An individual or company carrying on business as a sole proprietor or a partnership must register under the Act.

Q. Can any name be registered?
A. No. The Registrar may refuse to register or may remove from the Register any name which contains the word “British” or any other name which may suggest British ownership or any name which is illegal, illicit or resemble the name of a registered company.

Q. How long does registration last?
A. Registration lasts every three years. If the fee is not paid the business may be removed from the register.

Q. How does one apply for registration?
A. By filling out and submitting a Business Registration Form (BRF) or Super Form with a fee of $2,500 and providing a government issued ID, Tax Registration Number (TRN) and verification of home address.

Q. Can an applicant get help at the ORC to register a business name?
A. Yes. The Customer Service staff is ready to provide any guidance you need. You can also get more information on this Website.

Q. How long does the process take?
A. Once you have submitted your application your registration will be completed in 2 working days or 1 working day if an expedition fee of $1,500 is paid. There is also same day express service which allows you to get a certificate of registration after 2:30pm.

Q. What happens if an owner changes the business’ name or address?
A. The Companies Office of Jamaica must be notified of all changes to the business, particularly its name, address or its owner or owners on a BN5 Form and pay the prescribed fee of $2500.

Q. What happens if an owner changes his/her name or address?
A. If the change takes place before the certificate expires a completed BN5 form must be submitted a certificate of change will be granted which is an addendum to the original certificate.
If the change takes place after the certificate expires, a completed BN5 form must be submitted and one certificate noting the change will be issued.

Q. Does a Business Name have to be registered before it can be used?
A. No but, application for registration must be made within (14) days of operation.

Q. What right does registration of a business name confer?
A. The right to trade and conduct business in that name.

Q. What happens if renewal fees are not paid?
A. The business name may be removed from the Register.

Q. What are the benefits of registration?
A. Accessing loans and grants, obtaining government contracts, inspiring customer confidence, obtaining ban accounts and encashing cheques and proving ownership

Q. What happens if I need to change the name, nature and address of my business
A. Simultaneous changes to the name, nature and address require that the business be closed and a new business be registered.

Q. What happens if I stop trading?
A. The business name certificate must be returned along with properly completed BN6 form and the closure fee of $600 paid. However if the certificate has expired all renewal and late renewal fees for each outstanding period (each 3 year period from commencement) will be applicable to complete the closure process.

Q. What happens if I lose my certificate?
A. You can request a certified copy of the certificate providing it is up-to-date. If not, then the business must be renewed.

Q. What happens if I want to close my business but have misplaced my certificate?
A. If the certificate has been misplaced a declaration to that effect must be submitted.

Q. How many partners can a business have?
A. A business can have anywhere from 2 to 20 partners, with the exception of Attorneys and Accountants that may have more than 20 partners.

Q. Can I get more than one copy of my business certificate?
A. Yes you can request more than one copy at a cost of $1000.

Q. How many directors are needed in a company?
A. Public companies must have at least two directors but a private company need have only one director, under the Companies Act. However, the Articles of Incorporation which deals with the management of the company, may set a different limit on the number of directors which may be appointed.

Q. Are there age limits for directors?
A. No. However, where the company has a sole director it is advisable that is not a minor.

Q. Who may be appointed as a director?
A. The Companies Act allows either individuals or companies to be appointed directors.

Q. When must a change to the registered office be filed?
A. Within 14 days of when the changes took place.

Q. Is it enough to record the registered office’s address or any change in the Annual Returns?
A. No. This notice must be filed on a Form 17 separately to satisfy the requirements of the law and the prescribed fees paid.

Q. Is it true that Annual Returns need not be filed at the Companies Office of Jamaica as long as it is filed at the Income Tax Office?
A. No. Under the Companies Act, Annual returns are required to be filed for every company. Annual Returns filed at the Income Tax Office are a separate requirement under a different legislation.

Q. Is the Annual Return the same as the Declaration of Assets?
A. No. The Annual Return records owners, directors and the shares of a company among other information while the Declaration of Assets is just that - a record of the assets of a company.

Q. Are companies required to file Financial Statement?
A. All Non-Profit companies (companies limited by guarantee not having a share capital) are required to file Income & Expenditure Statements. All public and overseas companies are required to file Financial statements. Private companies with individuals as shareholders are not required to file Financial statements. Private companies with body corporate as shareholders who are required to file Financial statements, must file annual Financial statements

Q. Can the Annual Return be filed if no Annual general Meeting is held?
A. Yes it can and should be.

Q. Are all companies obliged to file returns whether or not they are operating?
A. Yes. As long as the company has not been removed from the register of companies, annual returns must be filed.

Q. What happens if a company does not file its Annual Returns?
A. If the company does not file, a claim is brought against the company and its director in the Supreme court of Jamaica , such a claim seeks to have the court issue an order against the company to file its outstanding returns and to pay legal fees incidental to the court action. If the company fails to comply with the order of the court , committal proceedings are then undertaken against the Company Directors wherein the court may sentence the Director/s of the company to a correctional facility for a stated period of time.

Q. How do I go about removing a company from the register?
A. A request for removal must be made in writing to the Registrar stating that the company has ceased operations. An auditor’s certificate verifying that there are no assets or liabilities must be submitted along with a fee of $4,500. All Annual Returns must be filed up to the date of the request for removal before the company can be removed.

Q. Are there other ways a company may be removed from the register?
A. Under section 337 of the Companies Act 2004, The Registrar has authority to strike a company from the Register where the Registrar has reasonable cause to believe that the company is not in operation.