




| Governing law in Labuan IBFC |
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The Offshore Companies Act 1990 (OCA 1990) is the legislation that governs all Labuan offshore companies. Prior to October 1990 when the Act was enforced, the body responsible for regulating Labuan offshore companies was the then Registrar of Companies. The Offshore Companies Act 1990 has been amended a few times since it was passed. Among the major amendments was the appointment of Labuan Offshore Financial Authority[1] (LOFSA) as the Registrar[2] in 1996 in place of the then Registrar of Companies, now the Companies Commission of Malaysia.
No less important was the removal of the rule that prohibited Malaysian residents from owning shares in Labuan offshore companies. Further, to enhance the delivery system in Labuan IBFC, electronic lodgement called the EDSP[3] was introduced which allowed all lodgements to the Registrar by trust companies to be done electronically.[4]
The domestic counterpart of the OCA 1990 - the Companies Act 1965- does not apply[5] to Labuan offshore companies except in winding up (See Part VIII and Part X of Companies Act 1965 and The Companies (Winding-Up) Rules 1972).[6] Instead, LOFSA exercises sole regulatory function on all Labuan offshore companies.
In mid 2008, following the re-branding exercise, Labuan Offshore Financial Centre was renamed Labuan International Business & Financial Centre or LIBFC. The role to market the jurisdiction was handed over to a newly incorporated company, Labuan IBFC Inc Sdn Bhd. Labuan IBFC Inc Sdn Bhd is the official agency sanctioned by the Government of Malaysia to market Labuan IBFC as a premier International Business & Financial Centre in Asia Pacific. Labuan IBFC Inc Sdn Bhd is a subsidiary of Bank Negara of Malaysia, the Central Bank.[7] [1] Subs. Act A998. [2] Section 2 OCA 1990, “Registrar means the Labuan Offshore Financial Services Authority established under the Labuan Offshore Financial Services Authority Act 1990. [3] Electronic Documents Submission & Payment [4] Section 9A OCA [5] Section 5 OCA 1990 [6] Sections 131(1) and 131(2) OCA 1990 [7] A “Sdn Bhd” designates a domestic company rather than a Labuan offshore company, in which case the regulator is not LOFSA but the Companies Commission of Malaysia. This choice is deliberate and in accordance with corporate governance principles. |