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Change the Legal Structure of a Single Member Company

​Change the Legal Structure of a Single Member Company

a Single Member Company

1. The company owner's decision that includes a provision to the effect that the legal structure of the company be changed. This decision must also include the name of the other legal structure requested to be adopted by the company.
2. A copy of the articles of association of the company and any amendments thereto (if any).
3. A recent (maximum 3 months old) official copy of the commercial registry.
4. A power of attorney made directly by the company owner (whether an individual or a juridical person) to the effect that the legal structure of the company be changed.
5. GAFI Committee valuation report in respect of the net equities of the company.
6. The company owner's decision approving the said valuation report and containing the particulars of the articles of association of the new legal structure to be adopted by the company.
7. Powers of attorney made by the new partners in such a way as to allow the new legal structure to be incorporated.
8. A bank certificate indicating that at least 10% of the cash increase has been deposited, if the adopted legal structure is of a joint stock company.
9. The new articles of association of the company.
10. A certificate of non-confusion of the company's name.
11. If necessary, the approval of the appropriate authorities (the Ministry of Civil Aviation, the Ministry of Tourism …etc.) on the company's object.
12. A copy of the deed of possession, in the event that the deed of possession has been changed.
13. The new managers'/BoD members' acknowledgments of acceptance of appointment + their  IDs.
14. The company's legal advisor's acknowledgment of acceptance of appointment + a copy of his/her bar association card
15. The auditor's acknowledgment of acceptance of appointment + a certificate of his/her registration at the Register of Accountants and Auditors.
Special Documents
16..In the event that the legal structure is changed because of disposing of a part of the capital, the following documents must be submitted:
(i) An evidence to the effect that GAFI has been notified in advance of the assignment or the disposal of the part of the capital; and
(ii) An evidence to the effect that the legal structure has been changed within 90 days from the date of the act of the disposal. 
17. the event that the legal structure is changed due to the death of the owner  of the company, the following documents must be submitted:
(i) The owner's death certificate;
(ii) The decree of distribution of the inheritance; and
(iii) The successors' resolution to change the company's legal structure within six months from the date of death in order to for the company to adjust its legal status.

​Changing the legal structure of a single member company in order to convert the company into a joint stock or a limited liability company. EGP 400

​Three business days from the day subsequent to the date on which the completed application has been duly received

E-Portal , ISC

Via the E-portal

1. Register and create your account and workspace and get the authority to deal with the company on the portal www.gafi.gov.eg, then choose the service and provide the required documents, and we will review them.
2. Pay fees using credit cards, and sign documents electronically.
3. We will send all the modification documents to your workspace on the portal.

Via ISC

1. Select the service, take a number from the queue machine, and the documents will be reviewed. 
2. Go to the relevant window at the General Department for Legal Affairs of Companies (Amendments Department) to have the relevant application technically reviewed, and then pay the service fees in cash at the cash desk.
3. Visit GAFI to receive the documents after having been ratified.

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