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1. How to use this manual
Begin with a practical question, move to the mapped provisions, and finish by checking the current official filing route.
Subject: Orientation and legal framework
Act references: Practice orientation
Key point: Practice notes explain a workflow; the expandable statutory blocks show the relevant provisions in English.
2. Sources and hierarchy of authority
A reliable opinion distinguishes enacted law, regulations, administrative procedure and the English translation.
Subject: Orientation and legal framework
Act references: s. 1; s. 247; s. 248; s. 249; s. 250; s. 251
Key point: The official Dhivehi Gazette text of Law No. 7/2023 is the primary enacted source.
3. Scope and objectives of the Act
The Act supplies the lifecycle framework for formation, registration, operation and dissolution while aiming at simpler rules and transparent registers.
Subject: Orientation and legal framework
Key point: The Act governs formation, registration, operation and dissolution of companies in the Maldives.
4. Registration and separate legal personality
Registration creates a separate legal entity with perpetual succession, ownership of its assets and capacity to sue and be sued.
Subject: Orientation and legal framework
Act references: s. 23; s. 24; s. 25
Key point: The certificate records the company's name, number, type and registration date.
5. Transitional position and current-law check
The former Act was repealed, existing companies continued, and transition periods did not preserve inconsistent constitutional provisions indefinitely.
Subject: Orientation and legal framework
Act references: s. 241; s. 242; s. 243; s. 244; s. 245; s. 246
Key point: Companies registered under the former law continued under the new Act.
6. Company types and classification map
The Act recognises four company types, while foreign investment operates as an additional classification cutting across private and public companies.
Subject: Choosing the company vehicle
Act references: s. 3; s. 4; s. 5; s. 6; s. 7; s. 8
Key point: The four company types are private, public, government and local authority companies.
7. Private company
A private company may have one to 50 members, one or more directors and no public offer of its shares.
Subject: Choosing the company vehicle
Act references: s. 4; s. 9; s. 10; s. 11
Key point: The share capital consists of one or more shares.
8. Public company
Public-company status is tied to authority or an intention to seek authority to offer securities to the public and carries additional governance requirements.
Subject: Choosing the company vehicle
Act references: s. 5; s. 12; s. 13; s. 14
Key point: The constitution must expressly state that the company is public.
9. Government company
A government company is wholly Government-owned and formed by Presidential decree or statute, with the Companies Act operating alongside its constituting instrument.
Subject: Choosing the company vehicle
Act references: s. 6; s. 15; s. 16; s. 17; s. 18
Key point: All shares forming the capital are registered in the name of the Government.
10. Local authority company
A local authority company is formed by one or more councils for economic activities within council jurisdiction and basic-needs responsibilities.
Subject: Choosing the company vehicle
Key point: Ownership and purpose derive from the council framework in section 7.
11. Foreign investment company
Any direct or specified indirect foreign participation can bring a private or public company within the foreign-investment classification.
Subject: Choosing the company vehicle
Act references: s. 8
Key point: The classification captures a company with any share registered to a foreign individual or entity.
12. Foreign company re-registration
A foreign legal entity may operate through re-registration, but must obtain the relevant authorisation, appoint a qualified Maldives-resident agent and maintain change reporting.
Subject: Choosing the company vehicle
Act references: s. 33; s. 34; s. 35; s. 36; s. 37
Key point: A foreign company must not conduct activity in Maldives without the required registration.
13. Pre-incorporation decision map
Good formation work begins before the application: activity, ownership, control, capital, constitutional protections and regulatory dependencies must be settled first.
Subject: Formation and registration
Key point: Registration requires a reserved name, company type, address, capital/share information, constitution and director particulars.
14. Company name selection and reservation
A company name must be available, accurate, non-misleading and compliant with the Act, Regulation and business-name rules.
Subject: Formation and registration
Act references: s. 66; s. 67; s. 68; s. 69; s. 70; s. 71; s. 72; s. 73; s. 74
Key point: The name must reflect the true nature of the company and must not be misleading or prohibited.
15. Registering a private company
A private-company filing should be the final expression of an agreed ownership and governance structure, not the starting point for those decisions.
Subject: Formation and registration
Act references: s. 20; s. 21; s. 23; s. 24; s. 25
Key point: The application identifies the reserved name, type, registered address, capital and agreed initial share distribution.
16. Registering a public company
Public-company formation requires the Companies Act registration workstream and a separate securities-law workstream for any public offer.
Subject: Formation and registration
Act references: s. 12; s. 13; s. 14; s. 20; s. 21; s. 23; s. 24; s. 25; s. 171; s. 172; s. 173
Key point: The constitution expressly identifies public-company status.
17. Registering Government and local authority companies
Formation must reconcile the Companies Act application with the instrument and approvals that create or authorise the public body company.
Subject: Formation and registration
Act references: s. 15; s. 16; s. 20; s. 22; s. 23; s. 24; s. 25
Key point: A Government company may be established by decree or statute and registered under the Act.
18. Re-registering a foreign entity
Re-registration preserves the foreign entity while placing its Maldives operation, agent and information within the local register.
Subject: Formation and registration
Act references: s. 33; s. 34; s. 35; s. 36
Key point: Foreign investment authorisation precedes re-registration.
19. Foreign-company agent: role and exposure
The agent is more than a postal contact: the Act assigns responsibility to the Registrar and personal liability in respect of enforcement against the foreign company.
Subject: Formation and registration
Key point: The agent must be an individual aged at least 18, ordinarily resident in Maldives and free of the specified disqualifications.
20. Certificate and day-one corporate housekeeping
The first post-registration work should convert a certificate into a functioning, evidenced corporate organisation.
Subject: Formation and registration
Act references: s. 23; s. 24; s. 25
Key point: The certificate is evidence of incorporation and its registration date.
Registrar, register and public information
The Registrar maintains the company register, public information and Gazette, while the company remains responsible for the accuracy and completeness of its own submissions.
Explanation and core rules
Section 231 specifies the broad categories held in the Register of Companies. Section 232 divides free public information from information available under paid procedures. The Registrar's Gazette carries statutory notices including capital reductions, winding up, inactivity and removal. The Registrar's ability to rely on submitted documents does not validate an underlying false or invalid act. Search evidence should be dated because register content changes.
Step-by-step procedure
- Obtain the current profile and relevant paid records.
- Search the Registrar's Gazette for event notices.
- Reconcile public information with internal registers and source documents.
- Correct discrepancies through the subject-specific process.
- Preserve the search timestamp and downloaded evidence.
Documents and evidence
- Profile sheet/register extract
- Constitution and filings
- Registrar's Gazette notices
- Internal registers
- Search and reconciliation report
Points requiring care
Particular care is needed to avoid giving an unqualified clean-company opinion from the free public fields alone, as well as assuming Registrar acceptance proves authenticity or corporate authority.
Related Act provisions
Section 218 — Registrar of Companies
Overview of the provision
This provision identifies the Registrar as the principal official administering the Act, performing its assigned company functions and ensuring company compliance. Appointment and removal are by the President on the Minister's advice, in accordance with the Act. It establishes both the office's regulatory role and how the officeholder is selected or removed.
Provision references
(a) The Registrar of Companies is the principal official responsible for the administration of this Act, the performance of the duties assigned to the Registrar in relation to companies and ensuring compliance by companies with this Act.
(b) The President shall, on the advice of the Minister, appoint and remove the Registrar in accordance with this Act.
Section 219 — Responsibilities of the Registrar
Overview of the provision
This provision makes the Registrar responsible for procedures covering company formation, registration, management and dissolution, and for a transparent system with general, simple and favourable conditions that supports the Act's objectives. The Registrar must develop the human resources needed to administer the Act. Electronic services must be introduced and organised under the Minister's advice and guidance. The Registrar must also perform the functions required by this and other laws. The role therefore combines legal administration, service design and institutional capacity.
Provision references
The responsibilities of the Registrar are— (a) to determine procedures for the formation of companies as legal entities and for their registration, management and dissolution, for the purpose of achieving the objectives of this Act;
The responsibilities of the Registrar are— (b) to establish and maintain a transparent system providing general, simple and favourable conditions and obligations for the registration, management and dissolution of companies;
The responsibilities of the Registrar are— (c) to develop the human resources necessary for the administration of this Act;
The responsibilities of the Registrar are— (d) to introduce and organise methods for providing services by electronic means under the advice and guidance of the Minister; and
The responsibilities of the Registrar are— (e) to perform all acts required of the Registrar under this Act or any other law.
Section 220 — Qualifications of the Registrar
Overview of the provision
This provision requires the Registrar to have a first degree in economics, finance, law or a related profession, at least five years' public- or private-sector work experience, and adequate expertise. The appointee cannot be a company director, liquidator, secretary or auditor. The person must also have had no criminal conviction or proven debt during the five years immediately before appointment. Qualifications and experience therefore operate alongside restrictions on company roles and recent personal history.
Provision references
A person appointed as Registrar under this Act must— (a) hold a first degree in economics, finance, law or another related professional field;
A person appointed as Registrar under this Act must— (b) have at least 5 years’ work experience in the public or private sector and possess adequate expertise;
A person appointed as Registrar under this Act must— (c) not be a member of the Board of Directors of any company;
A person appointed as Registrar under this Act must— (d) not be a liquidator, Secretary or auditor of any company;
A person appointed as Registrar under this Act must— (e) have no criminal conviction during the 5 years immediately preceding the appointment; and
A person appointed as Registrar under this Act must— (f) have no proven debt during the 5 years immediately preceding the appointment.
Section 221 — Official Seal of the Registrar
Overview of the provision
This provision requires an official Registrar's seal to authenticate documents issued in the role and makes a document bearing that seal acceptable as a valid Registrar-issued document for the Act. Despite contrary provisions elsewhere in law, the Registrar or an authorised staff member may issue sealed certified true copies of certificates, statements and documents issued by the Registrar. The seal therefore supports both original official documents and authorised copies.
Provision references
(a) The Registrar shall have an official seal for the authentication of documents issued by the Registrar in the performance of the Registrar’s duties.
(b) A document bearing the official seal of the Registrar shall be accepted as a valid document issued by the Registrar for the purposes of this Act.
(c) Notwithstanding anything to the contrary in any other law, the Registrar and any member of staff authorised by the Registrar may issue, under the official seal, certified true copies of any certificate, statement or document issued by the Registrar.
Section 222 — Deputy Registrar
Overview of the provision
This provision allows the Minister to appoint a Deputy Registrar to assist the Registrar. Under the Registrar's direction and control, the Deputy may exercise the Registrar's powers and responsibilities, and decisions taken in that capacity count as the Registrar's decisions. The Deputy must meet the same section 220 qualifications. The role therefore supports the Registrar without creating a different eligibility standard.
Provision references
(a) The Minister may appoint a Deputy Registrar to assist the Registrar in the performance of the Registrar’s duties.
(b) Subject to the direction and control of the Registrar, the Deputy Registrar may exercise the powers and perform the duties and responsibilities of the Registrar. A decision made by the Deputy Registrar in the exercise of those powers shall be treated as a decision of the Registrar.
(c) A person appointed as Deputy Registrar under this section must satisfy the qualifications specified in section 220 of this Act.
Section 223 — Staff of the Registrar
Overview of the provision
This provision requires the Ministry to provide enough staff for the Registrar to perform the statutory responsibilities effectively. It places responsibility for staffing support on the Ministry.
Provision references
The Ministry shall provide the Registrar with sufficient staff to enable the effective performance of the responsibilities assigned under this Act.
Section 224 — Code of Conduct
Overview of the provision
This provision required the Registrar to prepare and publish a conduct code within two months after the Act commenced. The code covers the Registrar, Deputy and staff, and may be improved by published amendments that do not conflict with general principles. Everyone covered must comply with it. The initial publication deadline and the continuing duty to follow the code are therefore separate aspects of the provision.
Provision references
(a) Within 2 months after the commencement of this Act, the Registrar shall formulate and publish a code of conduct applicable to the Registrar, the Deputy Registrar and all staff of the Registrar. Where the Registrar considers it necessary to improve the code, the Registrar may amend and publish it, provided that the amendment does not conflict with general principles.
(b) The Registrar, Deputy Registrar and all staff of the Registrar shall comply with the code of conduct.
Section 225 — Protection
Overview of the provision
This provision protects the Registrar and staff acting under the Registrar's direction from civil or criminal proceedings for good-faith acts or omissions in official duties or the exercise of statutory or other lawful authority. The protection is expressly connected to good faith and official functions; it is not worded as an unrestricted immunity for any conduct.
Provision references
No civil or criminal proceedings shall be brought against the Registrar or any member of staff acting under the direction of the Registrar in respect of any act done or omitted in good faith in the performance of official duties, the exercise of powers conferred by this Act or the exercise of authority conferred by law.
Section 231 — Register of Companies
Overview of the provision
Information in the register
This provision requires the Registrar to maintain company identity and address details, including former names, the constitution and amendments, members, directors and Managing Director, and secretary information. It also requires separate information on Significant Beneficial Owners, disqualified directors, seals and charges. For a re-registered foreign company, it covers home and Maldivian registration details and addresses, authorised investment activities and duration, the local agent, and the company information in section 34(a)(2).
Inactive and dissolved companies
The register must also record inactive companies and companies designated for dissolution, including their liquidators. For dissolved companies, subsection (m) requires the information in paragraphs (a)–(g) to be retained for five years from dissolution. This is the information-retention rule in this subsection; it should be read alongside the separate name-retention provision in section 215.
Provision references
In accordance with this Act, the Registrar shall maintain a Register of Companies in which the following information shall be separately maintained in respect of companies registered under this Act— (a) the name of the company, including any former name, the type of company, date of registration, registration number, registered address and service address, as specified in Chapter Six of this Act;
In accordance with this Act, the Registrar shall maintain a Register of Companies in which the following information shall be separately maintained in respect of companies registered under this Act— (b) the Constitution of the company specified in Chapter Four of this Act, including every amendment made to the Constitution;
In accordance with this Act, the Registrar shall maintain a Register of Companies in which the following information shall be separately maintained in respect of companies registered under this Act— (c) information relating to the members of the company, as specified in Chapter Seven of this Act;
In accordance with this Act, the Registrar shall maintain a Register of Companies in which the following information shall be separately maintained in respect of companies registered under this Act— (d) information relating to the directors and Managing Director of the company, as specified in Chapter Eight of this Act;
In accordance with this Act, the Registrar shall maintain a Register of Companies in which the following information shall be separately maintained in respect of companies registered under this Act— (e) information relating to the Secretary of the company, as specified in section 141 of this Act;
In accordance with this Act, the Registrar shall maintain a Register of Companies in which the following information shall be separately maintained in respect of companies registered under this Act— (f) information relating to the Significant Beneficial Owners of the company, as specified in Chapter Eleven of this Act;
In accordance with this Act, the Registrar shall maintain a Register of Companies in which the following information shall be separately maintained in respect of companies registered under this Act— (g) information relating to persons disqualified from acting as directors under section 118 of this Act;
In accordance with this Act, the Registrar shall maintain a Register of Companies in which the following information shall be separately maintained in respect of companies registered under this Act— (h) the seal of the company, as specified in section 60 of this Act;
In accordance with this Act, the Registrar shall maintain a Register of Companies in which the following information shall be separately maintained in respect of companies registered under this Act— (i) information relating to charges, as specified in section 174 of this Act;
In accordance with this Act, the Registrar shall maintain a Register of Companies in which the following information shall be separately maintained in respect of companies registered under this Act— (j) in relation to a foreign company re-registered in the Maldives under section 33 of this Act— (1) the name of the company, including any former name, its registration number, date of re-registration, re-registration number, registered address and service address in the Maldives; (2) the foreign investment activities for which the company is authorised and the duration of that authorisation; (3) information relating to the agent of the company in the Maldives, as specified in section 35 of this Act; and (4) information relating to the company specified in section 34(a)(2) of this Act;
In accordance with this Act, the Registrar shall maintain a Register of Companies in which the following information shall be separately maintained in respect of companies registered under this Act— (k) information relating to inactive companies, as specified in section 208 of this Act;
In accordance with this Act, the Registrar shall maintain a Register of Companies in which the following information shall be separately maintained in respect of companies registered under this Act— (l) information relating to companies designated for dissolution under Chapter Thirteen of this Act and the liquidator appointed to carry out the winding up; and
In accordance with this Act, the Registrar shall maintain a Register of Companies in which the following information shall be separately maintained in respect of companies registered under this Act— (m) the information specified in paragraphs (a) to (g) in relation to dissolved companies, for a period of 5 years from the date of dissolution.
Section 232 — Public Publication of the Register
Overview of the provision
This provision makes specified register information free to the public, including the identity and address information in section 231(a), inactive and winding-up information, and the names and permanent and service addresses of members, directors, Managing Director and secretary. For re-registered foreign companies it includes the specified company registration and address details and local agent's name and addresses; for dissolved companies, the name, registration number and dissolution date. Other register information must be made accessible through the regulatory procedure on payment of the prescribed fee. Ordinary members of a listed company are excluded from the free member-information disclosure in subsection (a)(2).
Provision references
(a) The Registrar shall make the following information contained in the Register specified in section 231 of this Act publicly available without charge— (1) the information specified in section 231(a), (k) and (l);
(a) The Registrar shall make the following information contained in the Register specified in section 231 of this Act publicly available without charge— (2) the name, permanent address and service address of the members of the company specified in section 231(c);
(a) The Registrar shall make the following information contained in the Register specified in section 231 of this Act publicly available without charge— (3) the name, permanent address and service address of the directors and Managing Director of the company specified in section 231(d);
(a) The Registrar shall make the following information contained in the Register specified in section 231 of this Act publicly available without charge— (4) the name, permanent address and service address of the Secretary of the company specified in section 231(e);
(a) The Registrar shall make the following information contained in the Register specified in section 231 of this Act publicly available without charge— (5) in relation to a foreign company re-registered in the Maldives under section 231(j), the name, date of re-registration, re-registration number, registered address and service address of the company, together with the name, permanent address and service address of its agent in the Maldives; and
(a) The Registrar shall make the following information contained in the Register specified in section 231 of this Act publicly available without charge— (6) the name, registration number and date of dissolution of a dissolved company specified in section 231(m).
(b) The Registrar shall make arrangements for information contained in the Register specified in section 231, other than the information specified in subsection (a), to be made available upon payment of a fee and in accordance with the procedure prescribed by regulations made under this Act.
(c) The fee payable for access to information in the Registrar’s register under subsection (b) shall be prescribed by regulations made under this Act.
(d) Notwithstanding subsection (a), information relating to ordinary members of a company listed on a licensed stock exchange is exempt from subsection (a)(2).
Section 234 — Registrar’s Gazette
Overview of the provision
This provision requires a separate online Registrar's Gazette to make the Act's public announcements, legal notices and other information easily accessible. It must regularly publish capital-reduction objection notices, voluntary-liquidator invitations for debts and claims, and the Registrar's invitations for claims against companies designated for dissolution. It must also publish inactive-company announcements, removal or foreign re-registration cancellation announcements, and other prescribed notices. Publication there does not replace a separate legal requirement to publish the same material in the Government Gazette. Both publication duties may therefore need to be fulfilled.
Provision references
(a) For the purpose of enabling the Registrar to perform the legal duties and responsibilities imposed under this Act, and to publish public announcements, legal notices and other information required by this Act in an easily accessible manner, a separate online website or portal to be known as the “Registrar’s Gazette” shall be established.
(b) The following announcements and notices shall be regularly published in the Registrar’s Gazette— (1) notices published by the Registrar under section 153(b) of this Act inviting objections from creditors, members or other interested persons to a decision to reduce the share capital of a company;
(b) The following announcements and notices shall be regularly published in the Registrar’s Gazette— (2) public announcements made by a liquidator appointed under section 196(c) of this Act inviting the submission of debts or claims against a company being wound up;
(b) The following announcements and notices shall be regularly published in the Registrar’s Gazette— (3) public announcements made by the Registrar under section 207(b) of this Act inviting the submission of debts or claims against a company designated for dissolution;
(b) The following announcements and notices shall be regularly published in the Registrar’s Gazette— (4) announcements relating to inactive companies under section 208(b) of this Act;
(b) The following announcements and notices shall be regularly published in the Registrar’s Gazette— (5) public announcements under section 215(a) of this Act relating to the removal of the name of a company from the Registrar’s register upon dissolution, or the cancellation of the re-registration of a foreign company under this Act; and
(b) The following announcements and notices shall be regularly published in the Registrar’s Gazette— (6) any other announcements or notices prescribed by regulations made under this Act.
(c) The obligation of the Registrar to publish announcements and information in the Registrar’s Gazette under this section does not affect any requirement under another law or regulation to publish the same announcement or information in the Government Gazette of the Maldives.
This page is a general research and practice aid. The translations used in this manual are unofficial. Verify the official Dhivehi legislation, amendments and current procedures before relying on any entry. Read our sources and verification guidance and contact a lawyer at Sulthan & Amhar for advice on your circumstances before relying on this material or taking action.