Gibraltar Company Incorporations

We are a UK based group which specialises in incorporating and administering companies all over the world, including jurisdictions with low taxes and high levels of confidentiality. We look forward to working with you.

Advantages of incorporating in Gibraltar:

  • Political and economic stability
  • Low or nominal taxation for companies
  • Zero taxation for trusts for Non Gibraltarians
  • No capital gains or wealth taxes
  • No inheritance tax
  • Special concessionary tax rates for individuals becoming residents
  • Specific laws to protect assets settled in trusts
  • Common law legal system
  • Bilingual English and Spanish
  • Membership of the EU
  • Advanced telecommunications systems
  • Complete professional legal, accounting and administration services
  • Confidentiality for the Beneficial Owners of companies
  • Confidentiality for the Beneficiaries of Trusts.

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Gibraltar company incorporation requirements:

  • Company name must not be similar to any existing company registered in Gibraltar
  • Minimum of one Shareholder
  • Registered office must be in Gibraltar
  • Company's seal must be kept for all types of companies and the company register of shareholders in the case of a 'tax exempt' company
  • Various documents must be filed at the Companies Registry at the time of formation including the Memorandum and Articles of Association, the registered office and the names and addresses of directors
  • Nominee directors may be used
  • After incorporation, the names and addresses of the registered shareholders must be filed at the Companies Registry
  • Nominee shareholders may be used
  • Details of charges on assets of the company and of any debentures are required to be filed at the Companies Registry

Required to keep accounts and depending on size, will need to file at least an abridged balance sheet, annually at the Companies Registry.

 

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Gibraltar company incorporation procedure:

The initial registration procedures of all Gibraltar companies (both domestic or non-resident) are practically identical.

  • Prepare the Memorandum and Articles of Association and other mandatory documents - original Certificate of Incorporation, Memorandum of Association, Articles of Association, First Minutes (showing all appointments of officers and allocations of shares), copy of the Declaration of Compliance, share certificates
  • Pay the applicable capital duties and registration fees
  • File documents at the Gibraltar Registrar of Companies.
  • Provide the registered address and resident Secretary

After the registration procedures are completed, the company may commence its business. Its operations and management can be arranged in several different ways.

 

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Company structures in Gibraltar:

Tax Exempt Company

Companies formed in Gibraltar may apply for exemption from Gibraltar taxes under a special 'exempt' status provided:

  • The company has a minimum issued capital of £100 all of which has to be issued.
  • No Gibraltarian or resident of Gibraltar own shares in the company either directly or beneficially.
  • The company does not carry on business or trade with Gibraltarians or residents of Gibraltar (except other exempt or qualifying companies).
  • No beneficial ownership of the shares of the company are transferred without the approval of the Financial & Development Secretary.

Qualifying / Non-Resident Company

  • The simplest and cheapest type of all offshore corporate entities available in Gibraltar.
  • Long recognized as an excellent alternative to the Irish non-resident company which itself was very popular as offshore vehicle until 1999.
  • Only pays a small filing fee to the Registrar of Companies, payable at the time of filing of the Annual Return.

Ordinary Resident Company

The ordinary company registered in Gibraltar may be owned both by residents and non-residents of Gibraltar and is subject to the prevailing rate of corporation tax on its profits.  Nominee directors and shareholders may be used.

Unlike tax exempt and qualifying companies, beneficial shareholders of an ordinary company are liable to Gibraltar inheritance taxes (Estate Duty) in the event of their death on the value of their shareholding in the ordinary company unless the shares are held through the medium of a trust. However, Estate Duty has now been removed where the inheritance is between husband and wife.

An ordinary company may obtain tax exempt or qualifying status provided it complies with the requirements.

Because there is no capital gains tax liability in Gibraltar, non residents of Gibraltar might elect to use an ordinary company for holding dormant assets with no income arising such as property which is not being let out.

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