← belizelaw.ai · International Limited Liability Companies, Cap. 270:01 · PART VII — Management, etc., of Companies

Administrative dissolution

Cap. 270:01, s. 72 · Revised Edition 2020

(1) On the failure of a limited liability company to pay the annual registration fee or other fees, or to maintain a registered agent for a period of 60 days, the Registrar shall remove the limited liability company from the Register. (2) If the Registrar determines that grounds exist under this section for dissolving a limited liability company, he shall give written notice of his determination by mail addressed to the registered agent of the limited liability company or to the principal place of business of the limited liability company if the registered agent has resigned or otherwise ceases to act for the limited liability company. (3) If the limited liability company does not correct each ground for dissolution within 90 days after the service of the notice, the Registrar shall administratively dissolve the limited liability company by issuing a certificate of dissolution that recites the grounds for dissolution and its effective date; and the Registrar shall thereafter remove the limited liability company from the Register. (4) A limited liability company that is removed from the Register pursuant to subsection (1) of this section, may apply to the Registrar to be restored to the Register within three years of the date of removal and dissolution. The application for reinstatement shall both, (a) recite the name of the limited liability company and the effective date of its administrative dissolution; and (b) show either that the ground or grounds for dissolution did not exist or that the ground or grounds have been eliminated. (5) If the Registrar determines that the application contains the information required by subsection (4) of this section, and that the information is correct, he may issue a certificate of reinstatement that recites this determination and the effective date of reinstatement, file the original of the certificate and mail a copy to the limited liability company addressed to its Registered Agent and restore the company to the Register. (6) When the reinstatement is effective, it relates back to and takes effect as of the effective date of the administrative dissolution and the limited liability company resumes carrying on its business as if the administrative dissolution had never occurred. (7) Every limited liability company shall pay a fee for reinstatement to the Register as prescribed by regulations. (8) A limited liability company which is not restored to the Register within three years of the date of removal shall be deemed to have dissolved in accordance with this Part.
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