Company Formation Survey 2008


	Home ANGUILLA ANTIGUA ARUBA BAHAMAS BARBADOS BELIZE BERMUDA BRITISH VIRGIN ISLANDS BRUNEI CAYMAN ISLANDS COOK ISLANDS CYPRUS ENGLAND & WALES GIBRALTAR GUERNSEY HONG KONG HUNGARY IRELAND ISLE OF MAN JERSEY LABUAN LIBERIA LUXEMBOURG MADEIRA MALTA MARSHALL ISLANDS MAURITIUS NEVIS PANAMA ST. KITTS ST. LUCIA ST. VINCENT AND THE GRENADINES SAMOA SÃO TOMÉ E PRÍNCIPE SEYCHELLES SINGAPORE SWEDEN SWITZERLAND TURKS & CAICOS VANUATU


		1. Company law	Companies Ordinance Act 1984 as amended, based on the UK Companies Act 1929 (as modified).
		2. Types of company:	Local and offshore - private and public companies.
		(a) type of company preferred for international transactions:	The Tax Exempt Company is the principal offshore vehicle in Gibraltar. Any lapse of Exempt Company Status in the future may affect the tax liability of the company concerned and subject the company to taxation at the standard rate of corporation tax for local trading companies, which is currently 35%. As part of the due diligence investigation normally undertaken to verify that the Exempt Company Status is still subsisting, a company is expected to produce a copy certified by the secretary of its tax exempt certificate and a copy of the Government of Gibraltar exempt company tax receipt. This, however, would not necessarily reveal whether a company was in breach of any provisions of the Companies (Taxation and Concessions) Act or whether there has been a change of ownership and/or activity for the purpose described above. The Tax Exempt Company is being phased out but existing Tax Exempt Companies, generally, are grandfathered until 2010 subject to change of ownership and/or activity.
		(b) shareless companies:	No.
		3. Capital requirements:	GBP100 (minimum) for tax exempt companies. ?No minimum capital requirement for private companies.
		4. Costs to incorporate, excluding government fees:	GBP250-500.
		5. Fees paid to authorities to incorporate:	GBP50 to Companies House and GBP10 for Stamp Duty..
		6. Annual fees paid to authorities:	GBP45 for annual returns and GBP10 for accounts
		7. Taxation rates applied to companies generally:	35%.
		(a) the taxation of companies in 2 (a)	A company that is registered as an Exempt Company under the Companies (Taxation and Concessions) Ordinance is only liable to tax at the fixed annual rate of GBP450 provided it retains its status. The Tax Exempt Company is the principal offshore vehicle in Gibraltar.
		8. Method of incorporation:	File Memorandum and Articles, declaration of compliance, statement of nominal share capital and notice of situation of registered office.
		9. Who may incorporate - specify what, if any, local representatives/ professionals required?	Lawyers, professionals licensed under the Financial Services Act and private individuals for their own use.
		(a) are ready made companies available?	Yes.
		10. Length of time to incorporate:	Same day incorporation available, subject to additional fee of GBP50 being paid to Companies House.
		11. Minimum members:	One for private company. Seven for PLC.
		12. Registered office:	Required in Gibraltar.
		(a) Can the registered office be a bank/ lawyer/ accountant's office (brass plate)?	Yes.
		13. Directors and secretary:	One director required (corporate directors permitted). Two directors are required for a PLC. One secretary required (need not be Gibraltar based).
		(a) Must a director/ secretary be resident?	No.
		(b) Are Corporate Directors allowed?	Yes
		14. Appointee directors/ secretary possible?	Yes
		15. Amount of fees payable to appointee directors/ secretary:	GBP200-500 (including registered office facilities).
		16. Meetings:	Annually. However, private companies can dispense with this requirement if they pass a special resolution at an AGM.
		17. Annual return:	Yes.
		(a) Must financial statements of a company be audited?	Yes, unless the company is a "small company" within the meaning of the relevant EU Companies Accounts Directives (as implemented in Gibraltar) or is a public limited company, in which case it would also have to file audited accounts at the Companies Registry.
		18. Is disclosure of profits required by filing balance sheets with annual returns?	Yes, all companies must file its financial statements at the Companies Registry.
		19. Are there any exchange control or other financial restraints imposed upon a company?	No.
		20. Companies formed in the last year:	Not available.
		21. Number of companies on the company register altogether:	Not available.
S I T E M A P BACK TO TOP		22. How, if any, is migration into and out of the jurisdiction achieved?	Migration both into and out of the jurisdiction now possible in relation to an extended list of countries including USA, members of the EEA and Commonwealth, and most other offshore centres. Procedure as detailed in regulations made under the Company Ordinance.
		23. Is migration out of your country provided for?	Yes.
		24. Any amendments to company law over the last 12 months:	No.
		25. Anticipated amendments to company law over the next 12 months:	A Company Law Reform Committee has been established to discuss possible amendments to the companies legislation.
			Compiled by Nigel Feetham, Hassans.