Company Formation Survey 2008


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		1. Company law:	Decree Law nº 70/95, 31st December 1995.
		2. Types of company:	Joint Stock Corporation - S.A. with shares.
		(a) type of company preferred for international transactions:	Shareless companies not available.
		(b) shareless companies:	Only SA companies can operate in the International Business Centre (IBC) of São Tomé e Príncipe.
		3. Capital requirements:	EUR5,000.
		4. Costs to incorporate, excluding government fees:	EUR1,000.
		5. Fees paid to authorities to incorporate:	EUR1,000.
		6. Annual fees paid to authorities:	EUR1,250.
		7. Taxation rates applied to companies generally:	Exemption of corporate and personal income tax to companies operating in IBC and its shareholders.
		(a) the taxation of companies in 2 (a)
		8. Method of incorporation:	Public deed before the Notary Public of IBC of São Tomé through a registered agent.
		9. Who may incorporate - specify what, if any, local representatives/ professionals required?	No shelf companies available.
		(a) are ready made companies available?	Only through São Tomé e Príncipe IBC duly authorised agents.
		10. Length of time to incorporate:	Four to six days.
		11. Minimum members:	Two.
		12. Registered office:	The registered office may be a registered agent office eg, Management company.
		(a)Can the registered office be a bank/ lawyer/ accountant's office (brass plate)?
		13. Directors and secretary:	Directors must be company shareholders and do not need to be residents.
		(a) Must a director/ secretary be resident?
		(b) Are Corporate Directors allowed?	Corporate Directors are allowed but must appoint an individual to represent them.
		14. Appointee directors/ secretary possible?	Yes, if appointed by one of the shareholders.
		15. Amount of fees payable to appointee directors/ secretary:	EUR275.
		16. Meetings:	One annual meeting which can take place in any location.
		17. Annual return:	No audit required for company financial statements. Accounts can be prepared in accordance with the principal shareholder’s jurisdiction rules.
		(a) Must financial statements of a company be audited?
		18. Is disclosure of profits required by filing balance sheets with annual returns?	Yes, balance sheets should be filed.
		19. Are there any exchange control or other financial restraints imposed upon a company?	No.
		20. Companies formed in the last year:	N/A.
		21. Number of companies on the company register altogether:	N/A.
		22. How, if any, is migration into and out of the jurisdiction achieved?	By Public deed adapting the company Bylaws to local Company Law and filing before the Register with cancellation of previous register.
		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:	No.
S I T E M A P BACK TO TOP			Compiled by Nuno Telleria, Prince Management SA
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