The Bahamas IBC Act 2000, as amended on
7 September 2001, 11 August 2004 and 22 October 2004
Introduction
The Bahamas is a former British colony
which gained independence in 1973 although it has had
its own parliament for over 260 years as an independent
member of the British Commonwealth. The Bahamas comprises
of over 700 islands in the Caribbean Sea to the southeast
of Florida. Since independence, the Bahamas has enjoyed
a stable democratic government.
In the same time zone as New York, the Bahamas is less
than an hour by air from Miami and is directly accessible
from a number of other major cities. The islands, with
their tropical climate, attract millions of visitors each
year.
Law And
Taxation
The corporate law is governed by the International
Business Companies (IBC) Act, which was originally introduced
in 1990 and modelled on the British Virgin Islands' (BVI)
IBC Act. It was revised in 2000 and further amended in
September 2001, August 2004 and October 2004. The IBC
Act requires the filing of Register of Directors and Officers
at the Companies Registry on public record. The annual
government fee is USD350 for authorised capital of USD50,000
or below and USD1,000 for authorised capital above USD50,000.
The fee and filing requirements when combined with the
introduction of strict compliance and due diligence requirements,
have nullified Bahamas' competitive advantage.
In addition, the Bahamas IBC Act provides for the establishment
of special purpose vehicles (SPV), such as Limited Duration
Companies. The Bahamas has no tax treaties at present.
Corporate
Requirements
Each Bahamas company must have a Registered
Agent and Registered Office in the Bahamas, provided by
a licenced service provider such as OIL.
Each company must have one director and corporate directors
are permitted. A copy of the Register of Directors and
Officers must be filed with the Bahamas Registrar of Companies
within twelve months after the appointment and the original
kept at the Registered Office in the Bahamas. A notice
of a change in the directors and officers must also be
filed with the Registrar within twelve months after such
change occurs.
The company should have at least one shareholder and bearer
shares are no longer allowed. Details of the beneficial
owner must be disclosed to the registered agent, but are
not on public record.
There are no requirements to file annual returns or audited
accounts.
Local
Infrastructure
Given its proximity to the United States
of America, it is not surprising that the Bahamas is a
popular tourist destination as well as a convenient offshore
financial centre. Telecommunications are excellent, with
direct dialling by phone or by fax to almost every country
in the world. Flying in or out of the Bahamas is also
convenient.
The Bahamas is a major offshore banking centre with over
400 banks present and holding in excess of USD390 billion
in deposits. There are also numerous legal and accounting
firms and a substantial number of trust companies providing
a wide array of services. However, there are reports of
a substantial reduction in business for the offshore services
sector as a result of the new legislation. The lasting
effect on the Bahamas as a competitive offshore financial
centre has yet to be seen. At present, the Bahamas Companies
Registry compares poorly with the BVI and Samoa for efficiency,
and with the stricter compliance requirements and increased
licence fee, it enjoys little advantage.
Our Services
We can incorporate a company with your
choice of name and confirm the availability of names in
advance. Full due diligence requirements must be satisfied
before we can proceed with incorporation. All companies
are provided with a complete company kit, including share
certificates, 5 copies of the M&A plus an electronic
copy on CD-ROM, statutory registers, common seal, company
chop and a certificate of guarantee of quality. In addition,
we can assist clients in obtaining certificates of good
standing, registered agent certificates and other certificates
of corporate existence. We do not provide corporate managemet
services but would be please to introduce you to other
professional firms which do.
Through the Group's licenced subsidiary in the Bahamas,
we provide the necessary ongoing services as Registered
Office and Registered Agent for all companies that we
incorporate. We would also be pleased to provide such
services to other Bahamas incorporated companies.
GENERAL
INFORMATION
INTRODUCTION
The Cook Islands comprises a group of 15 islands located between
Tahiti in the east, Samoa and Tonga. The largest island and
administrative centre is Rarotonga which is approximately 3,000
km north-east of Auckland, New Zealand and the township of Avarua
on that island is the administrative and commercial centre of
the Cook Islands. The Islands became self-governing in 1965
but New Zealand retains responsibility for external affairs
and defence. The total population of the Island group is approximately
19,000.
LANGUAGE
The official language is English however Cook Islands Maori
is widely spoken.
TYPE OF LAW
The legal system is based on English common law and incorporates
a considerable body of New Zealand statute law.
COMPANY INFORMATION
TYPE OF COMPANY FOR INTERNATIONAL TRADE AND INVESTMENT
International Business Company
TIME TO INCORPORATE
One Day, but allow ten working days for receipt of documentation.
RESTRICTIONS ON NAME AND ACTIVITY
Names must end with one of the following words, or abbreviations
thereof - Limited, Corporation, Incorporated, Societe Anonyme
or Sociedad Anonima.
The following words, and their associated activities, cannot
be used: Assurance, Bank, Building Society, Chamber of Commerce,
Chartered, Cooperative, Imperial, Insurance, Municipal and Royal.
CLASSES OF SHARES PERMITTED
Registered shares, bearer shares, preference shares, redeemable
shares, shares with or without voting rights and shares of no
par value.
DISCLOSURE OF BENEFICIAL OWNERSHIP TO AUTHORITIES
No.
LICENCE FEES
An International Business Company pays an annual licence fee
of US$500.
FINANCIAL STATEMENT REQUIREMENTS
All companies must lodge annual returns accompanied by audited
accounts however this latter requirement can be dispensed with
by company resolution.
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
error or omission.
