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Any
foreign Company/institute or their branches and representatives willing to carry out any activity in
the Zones, must be registered according to the Iranian law.
Each company or institute registered in the zone, whose
principal center is in the same zone, is deemed as Iranian.
All kinds of companies and also non-commercial institutes
mentioned in the Commercial Law and other Iranian laws may be
registered in the Zone’s Registry Office.
According to article 22 of the FTIZ Act;
“registration of companies, intellectual property rights, as
well as registration of ships, vessels and aircrafts in the
zone shall be accomplished with due consideration of article
81 of the constitution, in accordance with the bylaw decreed
by the Board of Ministers.”
The organization of each Zone has set up
a unit named as “Companies and Industrial Property Rights
Registry Office” to carry out the following functions:
1. Registration of Iranian and foreign companies and
institutes;
2.
Registration of Trademark and trade names;
3.
Registration of inventions, patents, monograms and industrial
drawings;
4.
Registration of Traders’ commercial books;
5.
Plumbing of commercial and non-commercial books in the
territory of each Zone;
6.
Registration of banks and credit institutes;
7.
Registration of insurance companies.
Registration of a company or institute in
the Zone shall be made upon submission of the following
documents:
1-
Letter
of declaration applying for registration;
2-
Company’s articles of association;
3-
Minutes
of the founders general assembly;
4-
Minutes
of the first session of the board of directors;
5-
Certificate issued from one of the banks located in the Zone,
attesting that a minimum of 35% of cash capital has been paid;
6-
License
of the activity issued by the FTIZ Organization.
In case of
foreign legal persons, the original letter of authorization
indicating representation and license of establishment, issued
in accordance with the laws and regulations of their
respective country (notarized and legalized up to the Iranian
consulate) must be submitted. Furthermore, in order to
register a branch or a representation in Iran, the company’s
registry declaration forms and certified copy of documents
indicating the registration of company in its country of
origin, must be submitted.
NOTE: All the
above-mentioned documents must be provided in Farsi or
together with Farsi translation.
Letter of declaration pertaining to
registry of branches or representations of foreign legal
persons, in addition to the date and signature, should contain
the followings:
1-
Full
name of company or institute and its probable
acronyms/abbreviations and specifications in Farsi;
2-
Type of
company/institute and its activities;
3-
The
main office and domicile of the company/institute abroad;
4-
Nationality of the company/institute;
5-
The
amount of the capital of the company/institute;
6-
The
last balance sheet of the company/institute;
7-
Registering authority, postal code (country and city) and
registering date of the company/institute abroad;
8-
The
envisaged activity of the company/institute to performed in
the Zone;
9-
The
other branches or representatives of the company/institute in
Iran and their directors’ names (if any);
10-
The
company/institute’s domicile in the mainland of Iran and in
the Zone together with introduction of competent authorities
who are responsible to receive the summons and communiqués;
11-
An
affidavit signed by the director(s) of
branches/representations, on permits or authorization letters
indicating they have accepted the assigned position;
12-
Names,
surnames and domicile of the directors or administrators of the
company/institute.
Furthermore, legal persons are required
to register any changes in their charter, composition of the
board of directors, inspectors, authorized signatories, and
increase/decrease in the capital within a week. Lack of timely
declaration will not obviate the responsibilities of the
director.
The Registry Office will publicize the
establishment of all companies/institutes and alterations on
their statutes, within 10 days following the registration
date.
Registration
of trademarks, trade-industrial names, inventions (patents)
and industrial designs in the Zone, is made upon submission of
an application to the Registry Office of each Zone, in
accordance with the executive directives adopted by the authority of each
Zone.
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