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Company Incorporation
Gibraltarflggi.jpg (2709 bytes)

Fees summary: 
Basic:

Incorporation Fee: USD 800
Includes preparation and filing by the initial Subscriber of all necessary paperwork to register the company, obtaining of the original Certificate of Incorporation.
The supplied documents will include Certificate of Incorporation, Minutes of the First Meeting (containing appointment of directors, secretaries, share allocations), Memorandum and Articles, true copies of the Particulars of Directors and Return of Allotments, Share Certificates.

Registered Office/Agent: USD 600 p.a. 
Government Licence: USD 120
(
stamp duty for capital and registration fee to the Registrar of Companies)
Total: USD
 1520 only this month

Also available Re-domiciliation of a foreign company in Gibraltar (subject to status and name availability). Includes preparation of similar basic documents as described under "Company registration": GBP 500
for more details
 

Options:
One notarial certification of a set of certified copies: USD200
Corporate Seal: USD 60  (required for bank acc)
Apostille: USD 150   (required for bank acc)
DHL/FedEx Courier: USD100 
Expedited service USD 300 (to have ALL your documents ready in max. 5 days) instead of usual 10-15 days.

Nominee services:
Introduction of a mainland UK or Channel Islands based third party Director (this is an independent service, we do not provide it.) Nominee Director Introduction : USD 500 p.a.
Notarial certification and apostille legalization of documents from the Director (powers): USD 200

Miscellaneous other fees
Obtaining Certificate of Good Standing for a Company: USD 200
Mail forwarding for one year: USD 400 (including USD 100 deposit).
Fax forwarding for one year: USD 400 (including USD 100 deposit).
Call forwarding for one year (includes all installation costs): USD 1600

Annual maintenance fees after first year:
 
Registered Office/Agent: USD 800 p.a. 
Compliance with minimum local presence requirements - provision of registered address and resident secretary.
  Preparation and filing of Annual Return (starting from 2nd year)  USD 100
By every next anniversary date there is an Annual Return which deals with all administrative matters - like to confirm what is address, secretary, director, etc. This Return we do, we don't need any input from you, our client.
  The Registrar of Companies fee at filing of Annual Return USD 60
Total: USD 960      (plus fees for nominee directors)



 

We are pleased to provide a summary of the salient features of companies incorporated in Gibraltar.


NON-RESIDENT Companies

The Gibraltar non resident company has been recognized as excellent alternative to the Irish non resident company which itself was very popular as offshore vehicle until 1999. (Many of the Irish non resident companies have since been re-domiciled to Gibraltar.)

The Gibraltar company law is based almost entirely upon the Companies Act 1929 of England, which is amended and enhanced by Ordinances passed by the Gibraltar House of Assembly. The tax status for various types of Gibraltar companies is established primarily by the Gibraltar Companies (Taxation and Concessions) Ordinance of 1967.

Gibraltar non-resident company is not taxable in Gibraltar. A company registered in Gibraltar will not be liable to Gibraltar taxation if it's owned and controlled by non residents of Gibraltar, does not trade in Gibraltar and does not remit income to Gibraltar. Hence, this is the basis for creation of a Gibraltar non resident company. There are no capital gains taxes, gift taxes, wealth taxes nor VAT in Gibraltar. Companies that do not exceed GBP 4.8 million annual turnover, GBP 2.4 mil balance sheet and 50 employees do not have to submit audited returns. Just what's called an "abridged balance sheet".

Low maintenance costs. A Gibraltar non resident company only pays GBP 30 (Approx USD 50) annual filing fee to the Registrar of Companies, payable at filing of the Annual Return. If the company is not formally directed by the beneficial owners themselves, the directorship function can be outsourced worldwide to suitable corporate or private third-party directors. Audited returns will not be required for most companies, as they usually qualify as "small" companies under the relevant rules. The Gibraltar company will need to maintain a registered office in Gibraltar and to have a resident secretary - both these functions are provided by us at a competitive fee.

As a result, Gibraltar non-resident company is probably the most cost efficient offshore vehicle in Europe today. It is also competes very well worldwide with the likes of BVI, Belize, Bahamas, Cayman Islands and other better-marketed offshore centres.

Respectable jurisdiction. Unlike many, Gibraltar is not an exotic, far-away island. Gibraltar is part of the European continent. The regulatory and legal environment of Gibraltar has been recognized as benchmark towards which other offshore jurisdictions should being compared. Serving historically as an "offshore branch" of the City of London, Gibraltar has excellent infrastructure, communications and work culture.

Other types of companies. The Gibraltar Companies (Taxation and Concessions) Ordinance of 1967 provides for two other specialized company types in Gibraltar - the exempt company and the qualifying company. However their future status is somewhat unclear due to a pending dispute over the state aid rules raised recently by the European Union. (This does not concern the non resident companies.)

Applications. There are two general areas where offshore companies, and Gibraltar non resident companies in particular, are used:

Asset protection & confidentiality - by vesting private assets in a properly structured offshore company, such assets can be protected from future claims such as bankruptcies, judgments, creditors and other litigants. Just as well, these assets can be protected from the eyes of competitors, adverse claimants and other undesirable third parties.

Tax mitigation. A proper use of a no-tax offshore company can legally reduce or defer some of the tax which would otherwise be payable if the same business would be undertaken by a highly taxed company. The best applications include international trading and cross-border services, international portfolio investment, e-commerce.

Gibraltar non resident company is well suited for both of these purposes.

In particular, a Gibraltar company can be used for the following:

  • To trade in any imported and exported goods.
  • To hold capital shares in foreign enterprises and joint ventures.
  • To hold real estate.
  • To hold investment instruments.
  • To hold ships and other vehicles.
  • To provide software development services.
  • To provide consulting services.
  • To provide transportation and logistics services.
  • To act as independent contractor or advisor.
  • To act as sales or purchases agent.
  • To receive royalties and license fees.
  • To provide factoring and discounting service.

The general corporate characteristics of the Gibraltar non-resident company:

FACTOR
DESCRIPTION
Tax in Gibraltar
Not taxable if has non-resident company characteristics
Currency of capital
Any, usually GBP or USD
Standard authorized capital
GBP 2000
Net time to incorporate
5 days
Shelf companies available
Yes
Name restrictions
Sensitive words: Bank, Assurance, Insurance, Association, Royal, Imperial, Trust, Trustee, Holdings, Group, Europe, Gibraltar, International.
Resident directors
Not required
Corporate directors
Permitted
Resident secretary
Required (usually provided by us as standard)
Minimum number of directors
One
Minimum number of shareholders
One
Public register of shares
Yes (nominees used routinely)
Disclosure of beneficial owners
No
Bearer shares
Yes, but impractical
(must be deposited in Gibraltar)
Filing of accounts
Abridged
Audited accounts
No
Exchange controls
None
Double tax treaties
None
Information exchange treaties
None
Apostille legalization
Available

 


 

 

[ BACKGROUND ] [ COMPANY FORMATION ]
[ SHARE CAPITAL, TAXATION, LICENCE FEES & COMPLIANCE ]
[ STRUCTURE OF MANAGEMENT ]


GENERAL INFORMATION

Gibraltar is a peninsula at the southern tip of Spain with an area of approximately 7 sq km. It is adjacent to Africa yet within Europe, and has an historically strategic position at the junction of the Atlantic and the Mediterranean. The Rock of Gibraltar is limestone, is almost 425 m high, and has hundreds of metres of tunnels that were dug for various military campaigns. The name itself derives from the Moorish leader Tariq who used Gibraltar as a base in the eighth century. "Gibel Tariq" means the Mountain of Tariq.

POPULATION
The population of Gibraltar is approximately 30,000 although a substantial number of the working population commutes daily from homes nearby in Spain. A number of Moroccan, British and Indian expatriates live in Gibraltar.

POLITICAL STRUCTURE
Gibraltar is a British Dependent Territory and is a Crown Colony with internal self-government. It has its own elected House of Assembly, which legislates on domestic matters. The United Kingdom is responsible

for defence, foreign affairs, financial stability and internal security. Gibraltar is a member of the European Union by virtue of Article 227 paragraph 4 of the Treaty of Rome in its capacity as a territory for whose external relations a Member State (the United Kingdom) is responsible.

Gibraltar enjoys special status within the Community and is exempted from the Common Customs Tariff, the Common Agricultural Policy and Value Added Taxation.

Gibraltar is politically stable and the current Government, actively promotes Gibraltar as a first-class international financial centre.

INFRASTRUCTURE AND ECONOMY
Since the opening of the border with Spain in 1985, the level of tourism and investment has increased dramatically. Several international banks and insurance companies have offices in Gibraltar.

Gibraltar has excellent modern postal and telecommunications systems. Thanks to a joint venture between the Gibraltar Government and the Nynex Corporation of the USA, Gibraltar enjoys the latest in digital and fibre-optic telecommunications.

There are daily flights between Gibraltar and London and frequent scheduled air services to Manchester, Luton and Tangier. Although it is not at present possible to fly direct from Gibraltar to Spain and other destinations the airports at Seville, Jerez and Malaga can easily be reached by road and provide direct services to many international destinations.

The Port of Gibraltar enjoys free port status and hosts frequent calls from many of the world’s shipping lines, both passenger and freight.

LANGUAGE
The official and spoken language is English although because of Gibraltar’s close proximity to Spain, Spanish is spoken widely.

CURRENCY
UK Pound. Local notes and coins are produced but UK Currency is accepted, as is the Spanish Peseta, with most shops displaying dual currency price tags.

EXCHANGE CONTROL
None.

TYPE OF LAW
Common Law based on English Common Law.

PRINCIPAL CORPORATE LEGISLATION
Based on the United Kingdom 1929 Companies Act (as amended) and the Companies Ordinance 1984 (as amended).

NAME RESTRICTIONS
Any name that is identical or similar to an existing company. Any name which, in the opinion of the Registrar, is undesirable or offensive. Any name which suggests royal or government patronage. Any English name, or their foreign language equivalent, which may imply a field of activity associated with the banking or finance industry.

LANGUAGE OF NAME
The name can be in any language that uses the Latin alphabet, but must be accompanied by a translation to ensure that the name is not prohibited or licensable.

NAMES REQUIRING CONSENT OR A LICENCE
The following names or their derivatives: bank, building society, insurance, assurance, reinsurance, fund management, asset management, investment fund, trust, trustees, municipal, Chamber of Commerce, co-operative or their foreign language equivalents. "International" and "Gibraltar" cannot be used without consent unless they are bracketed.

SUFFIXES TO DENOTE LIMITED LIABILITY
Limited or Ltd.

DISCLOSURE OF BENEFICIAL OWNERSHIP TO AUTHORITIES
In order to obtain exempt status, an application has to be made to the Financial Services Commission. The application must include the name and address of the beneficial owner(s), and bank character references relating to the beneficial owners. This information is not on public record.



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Whilst every effort has been made to ensure that the details contained herein are correct and up-to-date, it does not constitute legal or other professional advice. We do not accept any responsibility, legal or otherwise, for any errors or omissions.


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