COMPANIES:
1. THE COMPANIES ACT: CHAPTER 89:01 AND CONTINUED UNDER THE 1991 ACT
OF THE LAWS OF GUYANA
2. THE REGULATIONS TO THE COMPANIES ACT OF GUYANA

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Part A: STATUTORY PROVISIONS FOR COMPANY RELATED TRANSACTIONS:
 Statutory formalities for the incorporation of Companies:
i. Section 4 of the Companies Act: Incorporation
ii. Section 5 of the Companies Act: Content of Articles of Incorporation
iii. Section 7 of the Companies Act: Documentation which must be read in
conjunction with sections 67(1) and 188(1) and 479 of the Act
iv. Section 9 of the Companies Act: Corporate Name
v. Section 10 of the Companies Act: Reserved Name
vi. Section 490 of the Companies Act: Reservation of Name
vii. Section 491 of the Companies Act: Prohibited Names
viii. Section 492 of the Companies Act: Refusal of Articles
ix. Section 67(1) of the Companies Act: Statement in relation to First Directors
and Secretary
x. Section 188(1) of the Companies Act: Notice of Address
xi. Section 479 of the Companies Act: Filed Articles

 Statutory formalities for the registration of External Companies:
i. Section 316 of the Companies Act: Registering an External Company
ii. Section 317 of the Companies Act: Language
iii. Section 318 of the Companies Act: Power of Attorney
iv. Section 321: Certificate of Registration
 Corporate Obligations of Companies: Filing of Annual Returns:

a. Local Companies
i. Section 153 of the Companies Act: Annual Returns to be made by the
Company
ii. Section 154 of the Companies Act: Documents to be annexed to Annual
Returns
iii. Section 156 of the Companies Act: Registrar’s Copies.
b. External Companies:
i. Section 329 of the Companies Act: Accounts of the Company.

c. Penalties:
i. Section 487 of the Companies Act: Striking off the Register.

 Encumbrances:
A. Registration of Encumbrances:
i. Section 233 of the Companies Act: Registration with Registrar
ii. Section 234 of the Companies Act: Registered Debenture to rank as
Mortgage
iii. Section 235 of the Companies Act: Content on Statement of Charge
iv. Section 236 of the Companies Act: Certified copy of Instrument
v. Section 240 of the Companies Act: Charge on acquisition of property
vi. Section 241 of the Companies Act: Duty to register
vii. Section 242 of the Companies Act: Register of Charges

B. Satisfaction of Encumbrances:
i. Section 244 of the Companies Act: Satisfaction and Payment
C. Rectification of Error:
i. Section 245 of the Companies Act.
 AMENDMENTS:

Local Companies: Part I, II, and III of the Fourth Schedule of Division F of
the Companies Act of Guyana, 1991 of the Laws of Guyana

External Companies: Section 328 of the Companies Act of Guyana, 1991 of
the Laws of Guyana

Part B: REGULATION OF COMPANIES/ANTI-MONEY LAUNDERING:
1. THE ANTI-MONEY LAUNDERING AND COUNTERING THE FINANCING OF
TERRORISM ACT No. 13 of 2009 of the Laws of Guyana:
This is an Act to provide for the establishment and management of a Financial Intelligence Unit,
to provide for the unlawful proceeds of all serious offences to be identified, traced, frozen, seized
and forfeited, to provide for comprehensive powers for the prosecution of money-laundering,
terrorist financing and other financial crimes; and the forfeiture of proceeds of crimes and
terrorist property, to require reporting entities to take preventative measures to help combat
money laundering and terrorist financing; to provide for civil forfeiture of assets and for matters
connected therewith.

2. THE ANTI-MONEY LAUNDERING AND COUNTERING THE FINANCING OF
TERRORISM ACT No. 02 of 2015 of the Laws of Guyana:

3. THE ANTI-MONEY LAUNDERING AND COUNTERING THE FINANCING OF
TERRORISM ACT No. 15 of 2016 of the Laws of Guyana:

This Amendment amends section 470(A)(1) of the Companies Act 1991 of the Laws of
Guyana. This Amendment provides that the Registrar shall ascertain Beneficial
Ownership of any Company and shall ensure in a timely manner that the information on
Beneficial Ownership and control of trusts and other legal arrangements is adequate,
accurate and current.
Penalties:
 Under this Amendment, a registered Company shall provide the relevant
information of beneficial ownership to the Registrar on demand or on a regular
basis.
 Failure to do so results in any of the Directors of the Company being liable for:
a. Summary conviction to a fine of not less than ten million dollars nor more
than fifty million dollars, and
b. Imprisonment for a term not exceeding three years.

4. THE ANTI-MONEY LAUNDERING AND COUNTERING THE FINANCING OF
TERRORISM ACT No. 21 of 2017 of the Laws of Guyana:

5. THE ANTI-MONEY LAUNDERING AND COUNTERING THE FINANCING OF
TERRORISM ACT No. 17 of 2018 of the Laws of Guyana:

6. THE ANTI-MONEY LAUNDERING AND COUNTERING THE FINANCING OF
TERRORISM ACT No. 12 of 2022 of the Laws of Guyana:

7. THE ANTI-MONEY LAUNDERING AND COUNTERING THE FINANCING OF
TERRORISM ACT No. 12 of 2023 of the Laws of Guyana:

 Section 4 of this Amendment makes provision for Notification of Change of particulars
within thirty (30) days.
a. Every body-corporate shall provide accurate and up to date beneficial ownership
information to its respective Registrar.
b. When a body-corporate changes its registered office or its principal place of business
or has a change of beneficial ownership or director or partner, the body-corporate
shall within one (1) month of the change notify its respective Registrar.
c. Penalties:
i. Fine of two hundred thousand dollars (GYD $200,000.00)
ii. Being Struck off the Company’s Register.
 Section 5 of this Amendment makes provision for the Registrar to issue guidelines on:
i. the interpretation and application of the term “Beneficial Ownership”
ii. The identification of Beneficial Owners whether by reference to thresholds in
respect of either ownership OR control.

8. THE ANTI-MONEY LAUNDERING AND COUNTERING THE FINANCING OF
TERRORISM ACT No. 15 of 2023 of the Laws of Guyana: