The One Common Portal (OCP) is an initiative by the Ministry of
Finance and Economy (MOFE) which aims to provide the business
community with a single platform to manage their business
obligations throughout the business lifecycle, from registering a
business or incorporating a company, to managing their business,
such as updating business details and filing corporate tax.
OCP will have two phases
Phase one introduces services under
the Registry of Companies and Business Names Division, where
existing registered businesses and companies in previous systems
will be migrated to OCP. All users (including from previous systems
or new users) will be required to
create an account
in OCP first.
Phase Two will introduce
Revenue Division services by end-2021 which means STARS functions
would be transitioning over to OCP. Communication will be provided
prior to the launch of Phase Two.
ROCBN Services have now been transitioned over to the One Common Portal. Any attempt to access the previous ROCBN Systems will be redirected to the One Common Portal (OCP) instead.
Yes, The One Common Portal (OCP) will have similar services as the previous ROCBN System. With OCP, additional services will be introduced to increase the efficiency of managing your business needs.
Yes, you need to be a registered user to access OCP Services. For further guidance, please refer to Resources & Guides > Getting Started in the OCP website.
One Common Portal (OCP) is best viewed with the latest version of
Chrome, Safari, Internet Explorer, Microsoft Edge and Mozilla
Firefox.
Yes, the One Common Portal can be accessed via your phone.
You can refer to the table here for clarity on types of businesses which best suits your business needs.
Anyone may apply as long as they meet the requirements.
You need the following information to register for an OCP Account:
You must have a valid email address to register to OCP. This is because the system will send email confirmations for all applications and payments made.
No. This is because OCP is using identification number or passport number as the username. Existing users of the ROCBN System will have to re-register for OCP. Therefore, your previous data from ROCBN will be migrated to OCP and existing Business/Companies will still appear on your dashboard.
On the OCP Homepage (
http://www.ocp.mofe.gov.bn
), click on Login on the top right of the page. On the Login page,
click on ‘Create Account’ on the top right of the page. For further
guidance on how to create your account, please refer to Resources &
Guides > Getting Started on the OCP website.
Once your registration has been submitted, you will receive a
verification code via your registered email to activate your
account.
Once your registration has been submitted, you will receive a verification code via your registered email to activate your account.
Enter the verification code via the link provided in the registered email. The code will expire in 24 hours. Once expired, you will need to request for a new verification code.
Your account will be automatically activated upon entering the verification code provided.
You may contact the our General Line at +673-2383444 or send an
email to
info.rocbn@mofe.gov.bn
Operating Hours:
Mondays to Thursdays: 8.30am – 12.30pm & 1.30pm - 3.30pm
Saturdays: 8.30am – 12.30pm & 1.30pm - 3.30pm
Closed on Fridays, Sundays, and Public Holidays
Navigate to the OCP Main Menu, under each section you will find Resources & Guides available for your reference.
For further guidance on how to register a business, please refer to Resources & Guides > Business Names on the OCP website.
Bruneian Citizens or Bruneian Permanent Residents are eligible to register a sole-proprietorship or a partnership.
Must be at least 18 of age and should not be a declared bankrupt.
No. The business name applied will be rejected. You may have the option to write to the owner of the existing business for consent to use the same name or you may submit a new application with a different name.
No, only a single name per application.
You cannot use a name that is trademarked, unless you provide an authorisation letter from the said company holding a trademark.
One (1) working day.
‘Letter of Approval’ requirement means you may require to upload an
approval letter from relevant licensing authorities before
registering your business.
For example:
Your Certificate of Registration will be emailed to you upon approval of your application. Alternatively, you will be able to go to your dashboard and select the business. In the view screen, click on ‘Request Certificate’. From here, you will be print a copy of the certificate.
Yes, there is a fee of BND$30.00 for all updates.
Below is a summary of fees:
| List of Services | Associated Fees (BND) |
|---|---|
| Registration of Business Names | 30.00 |
| Change of Business Name | 30.00 |
| Change of Business address | 30.00 |
| Change of Owner(s) details | 30.00 |
| Change of Owner address | 30.00 |
| Change of Business Ownership Structure | 30.00 |
| Change of Business Activities | 30.00 |
| Cessation of Business Name | - |
No, it is mandatory to have a consent letter to cease a business name.
You should write in to ROCBN as soon as possible for ROCBN’s
consideration. Please include the reasons for the mistake.
Alternatively, you can choose to register a new business using the
same name but with a different registration number; the fee payable
is $30.
Alternatively, you can submit an appeal to the Registrar of Business
Names through ROCBN for the reinstatement of the business
registration. Send your appeal in writing and set out the grounds
for the appeal. The letter is to be addressed to the Registrar of
Business Names, ROCBN.
All partners must endorse the termination before the business name can be ceased.
A company is a business entity that is registered under the Companies Act, Chapter 39. It has a legal personality which means that it has the right to own properties, have a perpetual succession and can sue or be sued in its own name. It is identifiable with the word "Sdn Bhd‟ and "Bhd‟.
Yes, as long as the name you choose does not contain words that are
restricted or protected.
The words below are restricted within a Business Name:
Brunei, Mosque, God, Royal, Pusat, Kg, Diraja, Teramat mulia,
National, Club, Society, Co-operative, Savings, Trust and Trustee.
The proposed name will be validated by the system and will show a message stating that the name is similar or identical to an existing registered/proposed Business Name. If the name is similar or almost identical to existing/registered Business Names, it will be reviewed by the Registrar and may be subsequently rejected.
| Private Company | Up to 50 or fewer shareholders and restricted in share transfer |
| Public Company | Has more than 50 shareholders and can offer shares and debentures to the public |
| Foreign Company | A branch of Foreign company registered in another country |
You may now access and download the Memorandum and Articles of Association template from OCP Main Menu > Companies > Downloadable Forms
For guidance on incorporation of companies, please refer to Resources & Guides > Companies on the OCP website.
The fee for Incorporation of a Private or Public Company is BND300.00. The fee for Registering a Branch of a Foreign Company is calculated based on a graduated scale and will be displayed in the fee payment page.
A Corporate Agent/Secretariat, with an OCP Account, can Incorporate a Company on behalf of the Directors. Once the Company has been incorporated, and approved by ROCBN, an email notification will be sent to the Director who will then have automatic access to view the Company in OCP. The Corporate Agent will not have access to view the Incorporated Company in OCP until a Director of that Company has granted authority.
As a Corporate Agent you will not have access to view the Company in OCP until the Director of the Company has granted authority. Once the Director has granted authority, the Agent will be able to login to (their own) OCP Account, and the Company should appear under My Entities section.
As a Director of a Company, you must first register for an OCP
account. Once logged in, you should be able to view the company on
your dashboard under the
My Entities section;
1. Click on the Company under which you wish to grant authority for
2. In the following page, navigate to the
Admin button (located on the top right
of the page)
3. Click
Grant Authority, fill in the relevant
details and click Submit.
4. he Corporate Agent or Employee will receive an email notification
and should be able to view the Company once they have logged into
their OCP account.
As an Employee, you will not have access to view the Company in OCP until the Director of the Company has granted authority. Once the Director has granted authority, you will be able to login to (your own) OCP Account, and the Company should appear under My Entities section.
Your Certificate of Incorporation will be emailed to you upon approval of your application. Alternatively, you will be able to go to your dashboard and select the company. In the view company screen, click on ‘Request Certificate’. From here, you will be print a copy of the certificate.
Such notification typically indicates that ROCBN has found your application to be in lack of certain information. ROCBN will state the reason why your application has been returned. Simply provide the required information/documents and re-submit the application. The application will then be sent back to ROCBN again for their review.
A director is the person appointed by the shareholders to manage a company on behalf of its shareholders. He must make decisions objectively and in the best of interests of the company.
Yes, but at least one director must be Brunei Ordinarily Resident.
If there are 3 or above foreign director, then at least 2 directors
of Brunei Ordinarily Resident must be appointed.
The shareholders have to appoint new directors.
Yes. Any person who consents to act as director must discharge his duties as required under the Companies Act.
Shareholders own the company and are entitled to the profits of the company. Directors are responsible for the governance and oversight of the company.
Log on to your account. In your Dashboard under ‘My Items’ select your company. Once in the View Company page you will be able to update details under each section.
The following are the type of changes that must be filed:
For Private Companies
Yes, for each change in company details, there will be a fee.
Below is a summary of fees:
| List of Services | Associated Fees (BND) |
|---|---|
| Change of Company Name (local/foreign)* | $100.00 |
| Change of Business Sector | $120.00 |
| Update Director Details | $30.00 |
| Update Address Details* | $30.00 |
| Update Memorandum and Articles of Association* | $120.00 |
| Increase Share Capital | $100.00 |
| Allotment of Shares | $30.00 |
| Transfer of Shares | $30.00 |
A yearly statement which contains information of a company relating
to its share capital, indebtedness, directors, shareholders, changes
in directorships, corporate governance disclosures etc.
Filing of Annual returns yearly helps stakeholders to ensure that
the company is administered in a proper way in the interest of its
members and creditors.
Under section 109 of the Companies Act, a company must file their
Annual Returns within 28 days from their Annual General Meeting
(AGM).
A company’s first AGM should be held within 18 months after
incorporation. Subsequent AGM’s should be held once every calendar
year and should not be more than 15 months apart.
The company’s officers (e.g. director or secretary) can file the AR. Alternatively, the company can engage the services of a professional firm or a corporate service provider to file the AR on its behalf.
The fee payable for filing the Annual Return for a local company is BND$20.00.
A company is considered ‘dormant’ during a period which no
accounting transaction occurs.
However, a ‘dormant’ company is still required to submit their
Annual Returns. It will also be subject to fees payable to the
Registrar and any fine/ default penalty paid to the Registrar.
Please note that section 312 of the Companies Act imposes a penalty
for false statements made to the Registrar.
Failure to file the company’s Annual Return will result in a penalty
for late lodgment as provided in the Companies Act.
The company’s directors may also be issued a summon for not
complying with these provisions.
Yes, an application may be made to the Registrar via the portal for
an extension to hold an AGM. The extension should be applied before
your AGM deadline.
Company should provide the supporting documents stating the reason
and proposed date of extension. The extension will then be reviewed
by the Registry unit.
The fee for the extension is BND$200.
Click on this link for the guide on how to request for an extension
for AR or AGM.
Yes. Annual Returns can be file online via OCP.
For further guidance, please refer to Resources & Guides > Companies
on the OCP Portal.
Pursuant to section 302(3) of the Companies Act, a company incorporated outside Brunei Darussalam shall within 2 months of its AGM, lodge with the Registrar, a copy of its balance sheet made up to the end of its last financial year.
A Register of Controller is a register for those who holds beneficiary ownership (usually the company directors) in the company.
All newly incorporated companies (unless exempted) will be required to have and maintain the register of controllers within 30 days from the date of incorporation.
Companies that falls under the Fifteenth and Sixteenth Schedule of
the Companies Act, Cap 39.
Existing companies from the old system will be exempted, as long as
they declare their register of controllers before the due date
(date)
Click (here) to view the step by step guide on how to declare the Register of Controllers.
Failure to comply is considered an offence and will result in a penalty.
The maximum penalty for non-compliance is $5,000.
The company’s officers can view the register of controller, since they are the ones maintaining the register.
The shareholders will not be able to view the register of controllers as the register is not meant for public viewing.
The fee is $30 per individual. Any addition, removal or update on the Register of Controllers will be charged $30.
All Directors are granted authority for an incorporated company. Authorised persons can also do so provided they have been granted the authority by the Director.
Company Authority will be granted to Directors and certain authorized persons provided they have been granted authority by a Director via OCP.
The Directors or Secretaries of the company can personally make the
transactions for the changes.
ROC will not accept any changes to a company that has been submitted
by a person that has not be authorised by the company to do so. [ROC
may ask to see proof of such authorisation]
Yes. Most of the applications require ROC to check and confirm the
status before such changes can be made, therefore when there is
confirmation of your application, ROC would like to ensure that the
response is sent to the correct person (i.e Directors of the
company, or professional service provider).
you are not listed as one of the Shareholders or Directors of the
company, ROC requires that the cover letter state the company has
given specific instructions to the professional or corporate service
provider to act on their behalf for the lodgement. A copy of the
company’s resolution is acceptable in place of this letter.
Documents which are filed with the Registry will be ready for certification once ROC completes the checking and verification processes.
If you are a Director of a company, you can revoke Company Authority for other Directors and authorized persons via OCP.
The Director will have to re-grant the Corporate Secretariat the authority. For further guidance, please refer to Resources & Guides > Companies in the OCP website.
Being an online system, payments for all applications can be paid by credit or debit card.
After entering your credit/debit card details, there will be a page informing that the transaction is being processed followed by another page containing a Payment Confirmation page. This page will contain a link with your payment receipt.
During payment, select the ‘Payment over counter’ option as the payment method. Proceed to the payment counter at ROCBN’s office and inform the ROCBN representative and provide your application ID.
There are two ways to close a company in Brunei Darussalam which are Striking of Company and Winding up of a company (either Voluntary Winding Up, Winding Up by Creditors or Winding Up by Court). By applying the striking off, the company needs to meet the requirements stated in the guidelines issued on the striking off.
A company may apply to the Registry of Companies and Business Names (ROCBN) to strike its name off the Register pursuant to Section 287B of the Companies Act (Chapter 39) via Companies Act (Amendment) Order, 2018. ROCBN may approve the application if there is reasonable cause to believe that the company is not carrying on business, and that the company is able to satisfy the criteria for striking off.
ROCBN does not specify any minimum period for a company to be inactive or dormant before applying for striking off. If the company has ceased business activities or has been dormant or inactive for any period, it may consider having its name removed from the register.
The company shall retain the records pursuant to Section 121 (1A) of the Companies Act, Chapter 39 for a period of not less than 7 years from the end of financial year in which the transaction or operations to which those records relate, are completed.
Once the application to strike off is received or it is approved, the first notice to strike off will be sent via letter to the company. If there are no objections received, the Registry will issue a notice to gazette the striking off of the company, after one month from the first notice is issued.
The following person(s) can apply for striking off a company:
(1) Company Directors;
(2) Company Secretary; and
(3) Appointed Corporate Service Providers.
A newly incorporated company that is dormant can apply for striking
off as provided in the guidelines.
For further guidance, please refer to Resources & Guides > Companies
in the OCP website.
It is advisable for the company to file all the outstanding Annual Returns before submitting an application for striking off to prevent possible enforcement action taken for non-compliance. This is in the event that the striking off application is not successful, the company’s status will revert to live and the company have to comply will all the statutory obligations under the Companies Act (Chapter 39), including filing the Annual Returns.
If a company is neither carrying on business nor operation, the
registrar may take action to strike a company off the register.
The registrar may take this action if he has reasonable cause to
believe that a company is not carrying on business or in operation.
Before striking a company off the register, the registrar is
required to post to company’s registered office to inquire whether
it is still carrying on business or in operation. If the Registrar
is satisfied that it is not, the Registrar will publish a notice in
the relevant Gazette stating the Registrar’s intention to strike the
company off the register unless the Registrar is shown reason not to
do so. The company will be dissolved on publication of a further
notice stating this in the relevant Gazette.
If you need your company to remain on the register, the company must ensure to comply to the statutory obligations set out in the Companies Act such as filing of Annual Returns within 28 days after its Annual General Meeting (AGM) held. Failure to hold an Annual General Meeting may also result in default of an offence and liable on conviction to a fine exceeding $5,000 and a default fine. Please refer to “Guide to Compliance” brochure for more information about compliance.
The registrar will normally restore a company with the name it had before it was struck off and dissolved. If at the date of restoration the company’s former name is the same as another name on the registrar’s index of company names, he cannot restore the company with its former name. You can check company names online to see if a company’s name is the same as another on the register at www.roc.gov.bn.
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