Section 5Part 10 — Transition
Formation
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Any one or more persons may form a limited liability company for any lawful business, purpose or activity, whether or not for profit, provided that, subject to section 36 , a limited liability company shall at all times have at least one member.
The registration of a limited liabil ity company shall be effected by payment to the Registrar of a registration fee in the amount that the Cabinet shall, from time to time, by regulation prescribe and by filing with the Registrar a registration statement signed by or on behalf of any person forming the limited liability company in accordance with section 5(1), which registration statement shall contain —
the name of the limited liability company and, if applicable, its dual foreign name together with its translated name;
the address i n the Islands of the registered office of the limited liability company; (ba) the names and addresses of the initial members who hold an interest in the limited liability company; (bb) the nature of the business; (bc) the date of the end of the limited liability company’s financial year;
if the limited liability company has not been formed for an unlimited duration, the term, if any, for which a limited liability company is formed; and
a declaration that the limited liability company shall not un dertake business with the public in the Islands other than so far as may be necessary for the carrying on of the business of that limited liability company outside the Islands as contemplated by this Act . (2A) The Registrar shall make the information under subsection (2) available for inspection by any person on payment of a fee of fifty dollars and the inspection shall be subject to such conditions as the Registrar may impose.
The signed registration statement (or a copy thereof) shall be delivered, if not delivered by permitted electronic means, in duplicate to the Registrar who shall file and retain a copy or, if delivered by permitted electronic means, only a copy of the signed registration statement need be delivered and the Registrar shall file and retain that copy in such manner as the Registrar may determine appropriate and shall return a duplicate thereof marked to evidence receipt.
Upon the filing of the registration statement (or a copy thereof) in accordance with subsection (3), a limited liability company shall be deemed to be registered on the date of filing, and the Registrar shall issue a certificate of registration under the Registrar’s hand and seal of office that the limited liability company is registered with effect from the date o f the filing of the registration statement.
A certificate of registration of a limited liability company issued under this Act shall be conclusive evidence of compliance with all the requirements of this Act in respect of formation and registration.
A LLC agreement may be entered into at any time before, after or at the time of the filing of a registration statement and, if entered into before such filing, shall be deemed effective on the date of registration of the limited liability company.