GIBRALTAR
- EXEMPT
COMPANY
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Principal Corporate Legalization
UK Common Law 1929 Act as modified - introduced locally as "The Companies
Ordinance Act 1984 as amended"
Type
of Law
Common Law.
Type
of Company
Exempt Company.
Exchange
Control
None.
Procedure
to incorporate
Filing of Memorandum and Articles of Association, Statement of the Situation
of Registered Office, a statement declaring the Authorized Share Capital
and a Declaration of Compliance.
Restriction
on trading
Cannot undertake banking or insurance activities or solicit funds from
or sell its shares to the Public.
Powers
of Company
A Gibraltar Company has all the powers of a natural person.
Language
of Legislation and Corporate Documents
English.
Registered
Office Required
Yes, must be maintained in Gibraltar.
Name
Approval Required
It is not possible to reserve a name. It is essential to check that
there is no similar or identical name on the register, which would prevent
the company being incorporated.
Shelf
Companies Available
Yes, but application for exemption must be made after acquisition.
Time
to Incorporate
Approximately 3 business days from the submission of documentation.
Name
Restrictions
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.
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.
Compliance
Authorized
and Issued Share Capital
Normally £2,000 divided in to 2,000 shares of £1 each. This being the
maximum authorized share capital for the minimum capital duty payable
upon incorporation. The authorized share capital may be expressed in
any currency. The minimum issued capital is £100.
Classes
of Shares Permitted
Registered shares, bearer shares (but unusual in the case of an exempt
company), preference shares and redeemable shares or shares with or
without voting rights.
#000033
A Gibraltar Exempt Company is exempted from local taxation. There are
no capital gains or inheritance taxes.
Double
Taxation Agreements
Gibraltar is not a party to any double tax treaties
License
Fees
Exempt duty of £225 due on 31 March, late filing penalty is £225. An
Annual Return is due every calendar year at a cost of £30 with a late
filing penalty of £20.
Accounts
Required/Filed
Yes / Filing of un-audited summary balance sheet required for small
companies with y/e 03/31/2002 and after. More detailed accounts required
for medium and large companies
Directors
The minimum number of directors is two, who may be natural persons or
bodies corporate. They may be of any nationality, and need not be resident
in Gibraltar.
Company
Secretary
All Exempt Gibraltar companies must appoint a resident company secretary,
who may be a natural person or body corporate.
Shareholders
The minimum number of shareholders is one.
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