Registered Office, Resident Director and Secretary Rules in GMC: Legal Advisory

Every GMC company must have a registered office in GMC, at least one director ordinarily resident in GMC and a secretary resident in GMC, and since 30 April 2026 the registry no longer waives any of them. Basnet Law advises on each of these from Gelephu. The office address, secretary and filings with the Gelephu Corporate Registration Office (GCRO) are provided by the company itself or its GMCA-empanelled CSP. This page explains what the Companies Act 2025 requires of every company after incorporation and how we advise on it.

Advise on whether a proposed registered office address satisfies the Companies Act 2025 and on the particulars to be filed.

Advise on whether a proposed director meets the "ordinarily resident" test where a client's own directors are all abroad, and document the appointment.

Advise on the resident company secretary the Act requires and draft the secretary's consent declaration.

Advise on the legal requirements for registers of directors, chief executive officers, secretaries and auditors, and the 14-day notification rule.

Advise on the annual general meeting rules, AGM dispensation and the annual return deadline.

Advise on protecting residential addresses from public inspection and on an LLP's register of controllers under the LLP Act 2026.

Foreign groups incorporating a GMC subsidiary whose directors and finance function sit outside Bhutan. Founders who hold a work pass and want legal advice on their company's officer and filing obligations. GFSO licence applicants who must show a GMC head office and registered office under the GEN Rulebook 2026. LLPs needing a resident manager under the LLP Act 2026 and a maintained controllers register.

Basnet Law Pte. Ltd. is a law firm. It is not a GMCA-empanelled corporate service provider (CSP).