When a company has dissolved, it essentially means that the company has ceased to exist, and thus cannot sue or be sued. The question then becomes, how can a party pursue a claim against a dissolved company? Highlights of this note How can a party pursue a claim against a dissolved company? How to restore […]

Under section 43 of the Myanmar Companies Law 2017 (“MCL”), an overseas corporation is not allowed to ‘carry on business’ in Myanmar unless it has registered its commercial presence with the Directorate of Investment & Company Administration (“DICA”). The central concept of ‘carrying on business in Myanmar’ has, unfortunately, not been defined in the MCL. […]

Since the implementation of the new Myanmar Companies Law (“MCL”) in August, the so-called 35% rule has been subject to interpretation by each government Ministry. Slowly, we have been seeing updates from Ministries on whether they will allow 35% foreign shareholding in various sectors. On 29 January 2019, the Central Bank of Myanmar (“CBM”) issued […]

The new Myanmar Companies Law (“MCL”) introduced refreshed procedures and timing in terms of holding your Annual General Meeting (“AGM”) and filing an annual return in the Myanmar Companies Online (“MyCo”) system. The annual return form for overseas corporations (Form E-7) has been available in the MyCo system since 2 November 2018, while the  annual […]

As of late last week, online registration of mortgages and charges on the new electronic companies’ registry system, Myanmar Companies Online (“MyCO”) has become operational. This is achieved using the prescribed ‘Form H’ to comply with the statutory requirements under Section 229 of the Myanmar Companies Law 2017 (“MCL”), whereby Myanmar companies are required to […]

Myanmar Companies Law 2017 (“MCL”) has introduced a special corporate approval procedure for “related party transactions” into the Myanmar legal system. While such type of transactions are often subject to particular scrutiny under corporate governance laws in many jurisdictions, there are a number of peculiarities to be followed under the MCL, and they are summarised […]

The recently effective Myanmar Companies Law (the “MCL”) brings about groundbreaking changes to the corporate landscape in Myanmar, as it modernizes the rules related to entities (companies, branches and representative offices) conducting business in Myanmar. Despite the changes companies still need to act so they can reap the benefits of the new measures. In this […]

In preparation for the launch of the new electronic companies’ registry system, Myanmar Companies Online (“MyCO”), the Directorate of Investment and Company Administration (“DICA”) is preparing a set of prescribed forms to collect the information required to be submitted to the Companies Registrar under the Myanmar Companies Law 2017 (“MCL”). In order to raise public […]

Re-register or be ceased! Directorate of Investment and Company Administration (“DICA”) has issued a draft of the Companies Regulations 2018 called Myanmar Companies (Electronic Registry System and Miscellaneous Matters) Regulations 2018 (“Regulation”) with a commencement date of 1 August 2018. The Regulation is a continuation of the Myanmar Companies Law issued in 2017 and is […]

Insurance, Finance and Trading Poised for Acquisitions in the Wake of the New Companies Law Myanmar’s economy is already quite open to foreign investment, but the few areas previously entirely closed to foreign ownership have just – nearly all- been opened as well. The new Companies Law 2017 allows, as the reader will by now […]

The National Assembly has passed Myanmar Companies Law (the “MCL”) after extensive debate on various aspects of Myanmar’s long awaited corporate reform. The Law is finally here, passed on 23 November, pending signing into law by the President. Key areas which were hotly debated in recent weeks included the highly contentious question of whether small […]

In our previous client briefing note, we outlined five key things to look forward to under the Myanmar Companies Law (“MCL”). Following on from this, and as part of our continued coverage of the MCL, we will outline five potential drawbacks with regard to the MCL and how they may affect companies in practice. 1. […]

Introduction: The end of the comprehensive overhaul of Myanmar’s corporate legal framework is finally in sight with an updated Companies Law (the “MCL”) approved by Myanmar’s Parliament. Once the MCL is signed into law by the President, the outdated Myanmar Companies Act of 1914 (the “1914 Act”) will be abolished, bringing Myanmar Companies Law in […]