International Business
Companies
-
What is an Exempt Corporation?
An Exempt company is normally
a corporation registered in certain foreign countries, which does not conduct
actual business within that foreign country, has a tax "Exempt" status
within that country, has extremely limited reporting requirements, and
has severe criminal penalties for anyone who reveals confidential information.
-
Are Exempt Company exempt
from tax?
-
Exempt Companies are exempted
from all forms of taxation for a period of twenty years from the date of
incorporation.
-
What are some other advantages
with the Turks & Caicos?
-
Turks & Caicos is politically
stable (a British protectorate). The official language is English. The
official currency is the U$ dollar. They are only a ~ ½ hour flight
from Miami. They have excellent communications facilities. There are two
international banks (Barclays and the Bank of Nova Scotia)
INCORPORATION OF
AN IBC
-
How long does it take to confirm
a corporate name?
-
How long can corporate names
be reserved in the Registry?
-
The corporate name of a Turks
and Caicos Islands corporation must include:
-
Any of the following words must
be part of the name of a Turks and Caicos Islands:
-
Limited
-
Corporation
-
Incorporated
-
The corporate name of a Turks
and Caicos Islands corporation may not include:
-
Any name that is similar or
identical to.
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Any name that in the opinion
of the Registrar is considered undesirable or obscene.
-
Any of the following words or
abbreviations cannot be included:
-
Any connection with the British
Crown or the Royal Family
-
How long does it take to
register a Corporation?
-
A Company can be incorporated
in the Turks and Caicos within a few hours, if urgency is stressed. Companies
are invariably incorporated on the day of presentation of papers and payment
of fees to the Registrar’s Office unless there are specific questions to
be resolved. Incorporation documents are usually completed and available
within 24 hours. If there isn’t any problem the incorporation will take
two days.
-
What resolutions or amendments
shall be filed in the Registry office?
-
Can banks, insurance, reinsurance
or trust companies be organised under an IBC?
CAPITAL AND MEMBERS
-
What is the maximum and minimum
authorised capital for an Turks and Caicos Island corporation?
-
It is normal to incorporate
an exempt company with an authorised share capital of $5,000; divided into
5,000 common voting shares of US$1 each, this being the maximum capital
for the minimum duty payable at the time of incorporation. Thereafter if
the authorised share capital exceeds $5,000, the capital duty is increased
by 1% of any increase up to $50,000, by 0.5% of any increase over $50,000
and by 0.1% of any amount over and above $100,000. The minimum issued capital
is one share of no par value or one share of par value.
-
Capital can be denominated in
any currency except Swiss francs.
-
What type of shares an Exempt
company can issue?
-
Registered shares.
-
Bearer shares
-
Shares with or without a par
value
-
Preference shares
-
Redeemable shares
-
Shares with or without voting
rights.
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Can any of the shares be
issued on behalf of local residents?
-
How much privacy would I
really have?
As much privacy as you
want! You will be the only one who actually owns your offshore company.
Also you are the one who keeps and maintains the official company records.
DIRECTORS AND OFFICERS
-
What is the minimum number of
Directors and Officers a Turks and Caicos Island corporation can have?
-
The minimum number of directors
is one. The directors may be natural persons or bodies corporate, be of
any nationality and need not resident in the Turks and Caicos Islands.
All companies incorporated in the Turks and Caicos Islands are required
to appoint a company secretary. The company secretary may be a natural
person or body corporate, be of any nationality and need not resident in
the Turks and Caicos Islands.
-
How are the Directors and
Officers appointed?
The subscribers of the
Memorandum and Articles of Association appoint the first directors of the
company. After that, the shareholders are the existing directors appoint
directors for such tem as determined by the shareholders or the directors.
If not, unfilled positions can be filled by a resolution of the shareholders
or of the remaining directors. The directors generally elect the officers.
-
What qualifying factors should
the Directors and Officers of an IBC corporation submit?
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What information can be revealed
about the Directors and Officers?
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Can the directors or officers
bind the company?
MEETINGS
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Is it necessary to hold annual
meetings of Shareholders and/or Director?
-
Yes
-
Where can these meetings
be held?
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The shareholders’ meetings can
be held anywhere in the world.
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What constitutes quorum at
a meeting of the Shareholders or of the Board of Directors?
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Can proxy (substitute) represent
a member/shareholder?
-
What are the requirements
with respects to Notices given for meetings?
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Can resolutions of the Directors
and/or Shareholders be adopted by consent?
BOOKS AND REGISTERS
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Is it necessary to prepare
or file accounts?
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Financial Statement are not
required for filing, but financial records should be kept to reflect the
financial position of the company.
-
What books or registers are
requisite for the Company?
-
An IBC must keep at all times,
in the Registered Office of the company:
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Minutes of each meeting of:
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Board of Directors,
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Shareholders,
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Director’s committee, and
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Officers and Members.
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Resolutions of meetings of the
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Directors,
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Shareholders,
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Director’s committee, and
-
Officers and Members.
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Register of all the Directors
and Officers of the company; Register of Shareholders; and the stamp of
the corporate seal.
-
Does the company require
a corporate seal, and where is it kept?
-
Must a Company file annual
tax returns?
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What information about the
Company is available to the public?
-
What resolutions or amendments
shall be filed in the Registry office?
-
.
RE-DOMICILIATION
-
What is re-domiciliation?
-
Re-domiciliation is where a
Company changes its jurisdiction of domicile. This involves transferring
a corporation without dissolving nor liquidating it, to another jurisdiction,
being protected under its laws, without extinguishing the obligations and
rights obtained and subject to the old jurisdiction. It operates bilaterally
between both jurisdictions, in that the jurisdiction being left cannot
have laws which automatically terminate the existence of the corporation
upon a change of domicile, and the new domicile must have legislation which
allows a corporation to continue from another jurisdiction. Generally,
such legislation exists only in tax havens.
-
Is the re-domicile contemplated
in the Act?
-
Yes, a company incorporated
under the laws of another jurisdiction can continue as a Bahamian IBC,
pending compliance with all the requirements of the International Business
Companies Act. International law applies before the laws of its jurisdiction.
Provisional re-domicile is also allowed, which means temporary transfer
of jurisdiction.
TURKS AND CAICOS
ISLANDS
Statutory Fees
& Services Charges for IBCs
|
Item
|
Authorised Capital
|
Government Fee
|
Fees
|
| Incorporation |
|
$700.00
|
|
| Continuation |
|
|
|
| Annual
License Fee |
Turks &
Caicos Govt. Annual Fee
Registered
Office & Island Representative
|
$300.00
$350.00 |
|
| Merger/Consolidation |
|
|
|
| Arrangements |
|
|
|
| Articles
of Merger or Cons. |
|
|
|
| Articles
of Memorandum |
|
|
|
| Articles
of Dissolution |
Registration
|
|
|
| Resolution
of Rescinding Articles of Diss. |
Registration
|
|
|
| Incorp./Merger/Consol./
Documents |
|
|
|
| Documents |
|
|
|
| Company
Name |
|
|
|
| Each
Entry |
Inspection
|
|
|
For Information
on how to utilize The Turks and Caicos in your investment program Click
Here
|
