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If you are looking to go into business and have decided to set up a company as the entity from which the business will operate, here is a list of the basic information you need to have on hand prior to completing the relevant prescribed application form.

Company name

Obviously, you will need a name of your company. It’s worth coming up with a couple of names as it is possible the name you prefer might not be available.  You will need to reserve these names by completing and lodging the application with the Investment Promotion Authority.  Once the company name you have chosen is reserved, you will then need to complete and file the application to incorporate a company.

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Shareholders

The shareholders are the owners of the company.  There can be one shareholder or many.  Depending on the number of owners, you will need to know not only who the owners (shareholders) are but also their respective number of shares.

Each shareholder must consent to becoming a director.

You should obtain full details of each shareholder such as their full name, postal and residential address, nationality and date of birth.

Shares

Shares represent the interest a shareholder owns in a company. It’s important to know the total number of shares in the company so that these shares can be divided up according to the proportion each shareholder owns in the company.  This is normally known as Share Allotment.

Directors

There must be a minimum of one director. In the case of a single shareholder, it is normally the shareholder that is the director.  There can be more than one director and directors need not be shareholders.  Each director must consent to becoming a director.

For the purpose of completing the prescribed application to incorporate a company, you should obtain the following details of each director: full name, postal and residential address, nationality and date of birth.

Secretary

A secretary is not mandatory but if there is one, the same details as directors is required and further the appointed secretary must consent to the appointment.

Constitution

A constitution is basically the governing rules of the company.  It is not mandatory to have a constitution as the relevant company legislation offers the basic rules.  A constitution is only necessary if you have specific rules not provided in the constitution.  You will need the assistance of a lawyer to advise on this.

Fee

At the date of this brief article, the fee to incorporate a company is K300.

Where can you lodge the application?

The IPA is the responsible statutory authority and the application needs to be filed with them. It is also possible to file online and here’s the link www.ipa.gov.pg

These are just the basic requirements and you can obtain a copy of the application from the link above to find out the specific requirements.

While it is not necessary to obtain a lawyer to prepare and file an application to incorporate a company, it might be worth hiring one to get specific advice relevant to your circumstances.

This is only a brief outline of the requirements so seek specific legal advice based on your own circumstances.

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