SCHEDULE 13

Transitional Provisions

Branch registration

1 (1) This paragraph applies to any limited company incorporated outside the United Kingdom and Gibraltar which, immediately after one day before the date of the coming into force of the Ordinance, has a branch in Gibraltar which it had there immediately before the date of coming into force of the Ordinance.

(2) A company to which this paragraph applies shall be treated for the purposes of section 318(1) as having opened on the date of the coming into force of the Ordinance any branch which it has in Gibraltar immediately after and it had there immediately before the date of the coming into force of the Ordinance.

(3) Where a company to which this paragraph applies was a registered company immediately before the date of the  coming into force of the Ordinance section 318(1) shall have effect in its application by virtue of sub-section (2), with the substitution for “one month” of “six months”.

(4) For the purposes of sub-paragraph (3), a company is a registered company if it has duly delivered documents to the registrar under section 289 of the Ordinance and has not subsequently given notice to him that it has ceased to have an established place  of business in Gibraltar.

(5) Subject to sub-paragraph (c) hereof, sections 289 and 290 of the Ordinance shall continue to apply to a company to which this paragraph applies until such time as it has—

(a) complied with section 317 in respect of a branch, or

(b) ceased to have a branch in Gibraltar,

(c) sections 289 and 290 of the Ordinance shall not however apply to any company to which this paragraph applies,

if the company had no place of business in Gibraltar immediately prior to one month before the date of the coming into force of the Ordinance.

2 (1) This paragraph applies to any limited Company incorporated outside the United Kingdom and Gibraltar which—

(a) has an established place of business in Gibraltar both immediately before the date of the coming into force of the Ordinance and immediately after,

(b) does not have a branch there immediately after the date of the coming into force of the Ordinance.

(2) Where, immediately after the date of the coming into force of the Ordinance, a company to which this paragraph applies has a branch in Gibraltar, sections 289 and 290 of the Ordinance shall continue to apply to the company until such time as it gives the registrar notice of the fact that it is a company to which Part XII applies.

3 (1) Where—

(a) a company to which paragraph 1 applies delivers a return under section 318(1) in respect of a branch,

(b) the return is the first which the company has delivered under that provision in respect of a branch in Gibraltar,

(c) immediately before delivering the return, the company was a registered company, and

(d) the company states in the return that the particulars have previously been delivered in respect of a place of business of the company, giving the company’s registered number,

the documents previously registered under section 289(a) of the Ordinance shall be treated as registered under section 317 in respect of the branch to which the return relates.

(2) For the purposes of this paragraph, a company is a registered company if—

(a) it has duly delivered documents to the registrar under section 289 of the Ordinance,

(b) it has duly complied with any obligation to make a return to the registrar under section 290 of the Ordinance, and

(c) it has not subsequently given notice to the registrar that it has ceased to have an established place of business in Gibraltar.

Delivery of accounts and reports

4 (1) This paragraph applies to any company which immediately after one day before the date of the coming into force of this Ordinance is a company to which Part II of Schedule 12 applies.

(2) Paragraphs 8 and 9(1) of that Schedule shall have effect in relation to a company to which the paragraph applies, with the insertion after “each financial year of the company” of “ending after one day before the date of the coming into force of the Ordinance”.

(3) In its application to a company to which this paragraph applies, paragraph 11(2) of Schedule 12 shall have effect with the substitution for “becoming a company to which this Part applies” of “establishing a place of business in Gibraltar”.

5 (1) This paragraph applies to a company to which Part I of Schedule 12 applies.

(2) Section 318(2) and the provisions of Schedule 12 shall only have effect to require a company to which this paragraph applies to deliver accounting documents for registration if they have been prepared with reference to a period commencing on or after the date of the coming into force of the Ordinance.