Company Formation Services

  • UAE
  • Ajman Free Zone
  • Ras Al Khaimah Free Zone
  • Jebel Ali Free Zone
  • Dubai Multi Commodities Centre Free Zone (DMCC)
  • Department of economic development - dubai government
  • International Jurisdictions
  • Cyprus
  • Mauritius
  • Panama - Corporation
  • Seychelles - IBC
  • United Kingdom - Limited Co.
  • United Kingdom - LLP
  • BVI Vista Trust
  • Mauritius Trust<
  • Panama Foundation
  • Seychelles Foundation

Company Formation Services

VIP PLUS offers dedicated Company Formation. With a Company formation expert, services are highly efficient and will help you sail through the rigors of forming a company, with ease. Discussions with clients about the global tax and legal implications of setting up a company overseas, provides the advantage of breezing through jurisdiction in a legal manner. We thus strive to offer seamless company incorporation services.

We provide you with:

  • Offshore company formation in major jurisdictions
  • Branch registration of Foreign Corporations
  • Registration of representative office
  • Provision of registered office facilities
  • Provision of registered agents

AFZ

The emirate of Ajman is situated on the coast of the Arabian Gulf, extending over a distance of 16 kms between the emirates of Umm Al Quwain & Sharjah. It covers about 259 sq. kms, which is equivalent to the 0.3% of the country's total area. The ruler of this emirate is His Highness Sheikh Humaid Bin Rasheed Al Nuaimi. It has a population of around 300,000.

Ajman Free Zone, established in 1988, was granted autonomous status under the Emiri Decree No. 3 of 1996 as issued by His Highness Sheikh Humaid Bin Rashid Al Nuaimi, ruler of Ajman. The formation of the Free Zone Authority in 1996 has given great impetus to the industrial activity in Ajman which resulted in quadruple growth in the number of companies.

Ajman is globally connected with two international airports within 25 minutes drive from Ajman Free Zone, and is easily accessible to other emirates of UAE, such as Dubai is at a distance of 26 kms, Sharjah at a distance of 5 kms and Abu Dhabi at a distance of 180 kms.

Location:

Permitted activity:

License available:

Types of entities:

Shareholder:

Director:

Share Capital:

Audit:

Estimated Time:

Key benefits:

Near Sharjah Airport, Sharjah, (U.A.E.

Manufacturing/Trading/Service activities can be carried out

Industrial/Commercial trading/General trading & service license can be obtained

FZE (single shareholder), FZC (2-5 shareholders) & Branch office

Can be individuals or corporate entity

Individuals only (Minimum one shareholder can also be director)

AED 185,000/- in case of FZE/FZC & AED Nil/- in case of branch office

Audit report is not required to be filed with the free zone authorities

3-5 days for incorporation & setting up a company. Another 7 days for immigration, registration & thereafter visa may take approximately 5-7 days on normal basis

  • Ownership, Taxation, Repatriation Advantage.
  • 100% foreign ownership.
  • 100% repatriation of capital and profits.
  • No personal income tax.
  • No corporate tax.
  • Cheap energy.
  • Low lease prices
  • World-class infrastructure.
  • Lowest tariffs in the region.
  • Competitive handling charges.
  • Low cost of living.
  • Ready/easy availability of raw material.
  • Strategic location.

Renewal:

License of the company has to be renewed on annual basis. Penalty would be charged by the authority if license is renewed after expiry date.

The approximate cost for setting up a company in Ajman Free Zone is between AED 27,000/- to AED 70,000/- depending upon the type of license and facility selected. Documents required are passport copies of shareholders/directors/manager, project profile, corporate documents, etc depending upon structure of the proposed company.

GBS will be able to help you incorporate your business in Ajman Free Zone in just 24-48 hours. Our dedicated teams will help and support you right from preparation of relevant documents to obtaining license.

RAKFTZ IC

Ras Al Khaimah is a fast developing city and emirate, situated against the backdrop of the Al Hajar Mountain Range, in the north of the UAE.

In September 2006, Ras Al Khaimah Government launched an offshore facility, the second in the UAE, which is regulated by the Ras Al Khaimah Free Trade Zone Authority International Companies Regulations 2006.

Features:

  • Unlike the legislation governing companies incorporated in the UAE, the RAKFTZ International Company Regulations require no local shareholding in a company, enabling 100% foreign ownership.
  • Although all UAE companies follow UAE law RAKFTZ have allowed the international company to decide which favored jurisdiction it wants applied for inheritance, disputes or any other matters. The law must be cited in the Memorandum & Articles of Association.
  • RAKFTZ have imposed very few restrictions on the activities of international companies allowing for a wide range of business activities to be carried out.
  • The international company can own real estate properties in UAE but same is subject to approval of each Emirates Real Estate Authorities or Land Departments.
  • Despite a general prohibition on international companies to conduct business with persons resident in UAE, the authorities frequently allow offshore companies to hold shares in both offshore and onshore UAE companies (i.e.local LLC companies).
  • The International Company can hold a bank account in the UAE for the purpose of conducting routine operational transactions and can also maintain professional relations with legal consultants, accountants and management companies or other similar persons carrying out business within UAE.
  • Incorporation documents can be signed at the offices of our agent/associate in UAE without having to visit RAKFTZ.

Characteristics of an offshore company registered in the RAKFTZ are as follows:

  • Shareholders:

    Minimum of one shareholder is required. Corporate shareholders are permitted. Shareholders will decide capital structure of the company. Whilst there are no minimum share capital requirements please note that par value of each share must be AED 1,000. Bearer shares are permitted. Different classes of shares are permitted and shares have to be fully paid when allotted. Every company shall maintain minutes of all proceedings at general meetings. The Register of Members shall be open for inspection by any member of the offshore company and any other person. It is an offence to refuse inspection.

  • Directors:

    A minimum of one director is required and corporate directors are permitted. Details of directors are not available for public inspection.

  • Secretary:

    Every company must have a secretary. Director can be a secretary as well.

  • Restrictions on Name & Activity:

    Names must end with Limited or Incorporated. The following words, and their associated activities, cannot be used: Assurance, Bank, Building Society, Chamber of Commerce, Chartered, Co-operative, Fund, Imperial, Insurance, Municipal, Mutual Fund, Royal and Trust.

  • Local Requirements:

    As a matter of local company law the company must maintain a registered office address within the Free Zone and appoint an approved registered agent (we can provide this service as an approved registered agent for RAKFTZ - IC).

  • Timescale:

    Registration of the international company in RAKFTZ will take 2 days.

  • Annual Reporting:

    Every company must keep accounting records, which must be kept for 7 years from the date on which they were prepared. Accounts must be approved by the directors and signed by one of them. The accounts do not need to be filed with RAKFTZ authorities.

  • Taxation:

    RAKFTZ-IC pays no taxes in UAE.


  • Company Renewal:

    Renewals for RAKFTZ-IC falls every anniversary date of incorporation. Failure to do so result in penalties.
    In the event the company is not renewed within 6 months of the renewal due date, the company will be struck off from the registrar of the companies.
    Latest valid passport copy and recent utility bill for address proof of shareholder/director are required to be submitted at every renewal as a part of enhanced due diligence. If shareholder is a corporate entity, then latest certificate of incumbency and above stated docs of directors would be required.

  • Documents Required:
    Individual's KYC Docs:
    • Passport Copy (clear copy with clear photo)

    • UAE Visa Copy, if applicable

    • UAE Entry Stamp, if applicable

    • N.O.C. from UAE Sponsor, if applicable

    • Address Proof (original recent utility bill for residence)

    • Bank Reference Letter (original)

    • Professional Reference Letter (original)

    • CV / Profile

    Corporate Shareholder's KYC:
    • Certificate of Incorporation

    • Memorandum / Articles of Association

    • Board Resolution

    • Power of Attorney

    • 6 months bank statements (original)

    • Company Profile

    • Audited Accounts

Note: Item 1- 4 are to be attested upto UAE/Consulate Ministry.

JAFZA

Jebel Ali Free Zone is today one of the strongest brands in the region and stands for excellence, innovation and the power of partnership. It is the first free zone in the world to win ISO certification in 1996.

Built around the Jebel Ali Port, world's largest man-made harbor, Jebel Ali Free Zone is the region's pioneering business initiative. JAFZA started its operation in 1985 and has been an effective magnet for inward investor ever since.

As the leading business hub of the Middle East, JAFZA focuses on long term customer relationships. It fosters alliances with global investors by providing them world class infrastructure supported with quality driven value added service and incentives, enabling them to capitalize on huge business opportunities in the region, in the most efficient way. JAFZA aspires to be the international business hub of the Middle East. Jebel Ali Free Zone has successfully been attracting "crème de la crème" in all business sectors from all over the world by sheer force of its unique value added propositions.

Today more than 6,100 of the world's finest companies are currently based in JAFZA. The present JAFZA profile includes more than 150 of the Global Fortune 500 companies.

Location:

Permitted activity:

License available:

Types of entities:

Shareholder:

Director:

Share capital:

Audit:

Estimated time:

Key benefits:

Jebel Ali, Dubai, (U.A.E.)

Trading/ Service/ Logistics/ General Trading & Mfg. activities

Trading/Service/Logistics/General Trading & Industrial license

Free Zone Entity, Free Zone Company, Branch office

Can be Individual or Corporate entity

Individuals only

Not required -share capital is only required if share certificate is required

Audit report is required to be submitted to free zone authorities

Minimum of 5 - 6 working weeks to obtain final trade license

Ownership, Taxation, Repatriation Advantage.100% foreign ownership.100% repatriation of capital and profits.No personal income tax.No corporate tax.No currency restriction, Facilities to mortgage construction on leased land

Renewal:

License of the company has to be renewed on annual basis. Penalty would be charged by the authority if license is renewed after expiry date.

Starting from AED 42,980/- onwards (inclusive of license, registration and flexi desk rentals) and renewal charges amounts to AED 32,480/- from next year onwards. However please note that the above mentioned charges can vary depending upon the number of license applied under one company and also depends upon the leasing/office facility acquired.

GBS has helped many individuals and corporate entities to set up their businesses in Jebel Ali Free Zone. GBS provides you consultancy and helps you with company incorporation services at Jebel Ali Free Zone.

DMCC Free Zone

DMCC is a free zone with over 8,000 licensed companies from around the world with wide range of business activities offered into commodities related markets.

DMCC is a free zone authority offering market participants of the commodities industry and support services invaluable business incentives. The key benefits to establish a business under DMCCA is as follows:- 100% foreign ownership, 100% capital and profit repatriation, 100% exemption from personal income tax, corporate and service tax.

Location:

Permitted activity:

License available:

Types of entities:

Shareholder:

Director:

Share capital:

Audit:

Estimated time:

Key benefits:

Jebel Ali, Dubai, (U.A.E.)

Trading/ Service/ Logistics/ General Trading & Mfg. activities

Trading/Service/Logistics/General Trading & Industrial license

Free Zone Entity, Free Zone Company, Branch office

Can be Individual or Corporate entity

Individuals only

Not required -share capital is only required if share certificate is required

Audit report is required to be submitted to free zone authorities

Minimum of 5 - 6 working weeks to obtain final trade license

Ownership, Taxation, Repatriation Advantage.100% foreign ownership.100% repatriation of capital and profits.No personal income tax.No corporate tax.No currency restriction, Facilities to mortgage construction on leased land

Renewal:

License of the company has to be renewed on annual basis. Penalty would be charged by the authority if license is renewed after expiry date.

Starting from AED 40,090/- onwards (inclusive of license, registration, memorandum charges, flexi desk rentals and company establishment card), whereas renewal charges amounts to AED 31,010/- from next year onwards. However please note that the above mentioned charges can vary depending upon the number of licenses applied under one company and also depends upon the leasing/office facility acquired.

GBS has helped many individuals and corporate entities to set up their businesses in DMCC Free Zone. GBS provides you consultancy and helps you with company incorporation services at DMCC Free Zone.

Department of economic development - dubai government

Jebel Ali Free Zone is today one of the strongest brands in the region and stands for excellence, innovation and the power of partnership. It is the first free zone in the world to win ISO certification in 1996.

Built around the Jebel Ali Port, world's largest man-made harbor, Jebel Ali Free Zone is the region's pioneering business initiative. JAFZA started its operation in 1985 and has been an effective magnet for inward investor ever since.

As the leading business hub of the Middle East, JAFZA focuses on long term customer relationships. It fosters alliances with global investors by providing them world class infrastructure supported with quality driven value added service and incentives, enabling them to capitalize on huge business opportunities in the region, in the most efficient way. JAFZA aspires to be the international business hub of the Middle East. Jebel Ali Free Zone has successfully been attracting "crème de la crème" in all business sectors from all over the world by sheer force of its unique value added propositions.

Today more than 6,100 of the world's finest companies are currently based in JAFZA. The present JAFZA profile includes more than 150 of the Global Fortune 500 companies.

Location:

Permitted activity:

License available:

Types of entities:

Shareholder:

Director:

Share capital:

Audit:

Estimated time:

Key benefits:

Renewal:

Jebel Ali, Dubai, (U.A.E.)

Trading/ Service/ Logistics/ General Trading & Mfg. activities

Trading/Service/Logistics/General Trading & Industrial license

Free Zone Entity, Free Zone Company, Branch office

Can be Individual or Corporate entity

Individuals only

Not required -share capital is only required if share certificate is required

Audit report is required to be submitted to free zone authorities

Minimum of 5 - 6 working weeks to obtain final trade license

Ownership, Taxation, Repatriation Advantage.100% foreign ownership.100% repatriation of capital and profits.No personal income tax.No corporate tax.No currency restriction, Facilities to mortgage construction on leased land

License of the company has to be renewed on annual basis. Penalty would be charged by the authority if license is renewed after expiry date.

Starting from AED 42,980/- onwards (inclusive of license, registration and flexi desk rentals) and renewal charges amounts to AED 32,480/- from next year onwards. However please note that the above mentioned charges can vary depending upon the number of license applied under one company and also depends upon the leasing/office facility acquired.

GBS has helped many individuals and corporate entities to set up their businesses in Jebel Ali Free Zone. GBS provides you consultancy and helps you with company incorporation services at Jebel Ali Free Zone.

Cyprus

Synopsis

Cyprus is an island situated in the north eastern Mediterranean Sea at the crossroads of Europe, Asia and Africa. The capital city is Nicosia, which has a population of about 200,000 people.

Cyprus gained independence from Britain in 1960 and adopted a presidential system of Government with elections for the President taking place every 5 years. In 1974 Turkey invaded Cyprus and has since occupied the northern 40% of the island although discussions are currently taking place with a view to reunification of the island.

The official languages are Greek and Turkish but English is widely spoken and is the language mostly used in business, government and the courts. Laws are based on the English legal system and company law is modelled on the UK Companies Act 1948. In addition, Cyprus is expected to be a full member of the European Union in 2004. Communications are excellent.

The official languages are Greek and Turkish but English is widely spoken and is the language mostly used in business, government and the courts. Laws are based on the English legal system and company law is modelled on the UK Companies Act 1948. In addition, Cyprus is expected to be a full member of the European Union in 2004. Communications are excellent.

A Cyprus International Business Company

A Cyprus international business company is defined as an otherwise normal Cyprus company which is owned by non-residents of Cyprus and does business exclusively outside the island. Such a company has the following characteristics:

Shareholders A minimum of one shareholder is required and details appear on the public file but anonymity can be retained by the use of nominee shareholders. Bank references on the beneficial owners must be submitted to the Central Bank of Cyprus but secrecy laws protect these details. Bearer shares are not permitted.

Directors: A minimum of one director is required and details appear on the public file but anonymity can be retained by the use of third party directors. There is no legal requirement that the directors be Cyprus resident but in order to obtain relief under the taxation treaties signed by Cyprus it is likely that the company would need to be seen to be Cyprus resident and therefore have a majority of the directors based in Cyprus.

Officers/Secretary: All companies must appoint a company secretary, who may be a natural person or body corporate. It is advisable to appoint a resident company secretary.

Restriction on Name & Activity Names must end with the word "Limited". The following words and their associated activities cannot be used: Assurance, Bank, Building Society or any other words seem sensitive or offensive.

Local Requirement: As a matter of local company law the company must maintain a registered office address within Cyprus and must also appoint a company secretary who, for practical reasons, must be resident in Cyprus. We would normally provide these services as part of our domiciliary service fee.

Timescale: Normally it will take approximately 14 days from the receipt of bank references on the beneficial owners for incorporation to be achieved. However, in special circumstances an accelerated process is available which would allow incorporation in 3 days after receipt of those references. Shelf companies are available but the requirement to provide bank references on the beneficial owners means that such companies cannot be activated until references have been received in Cyprus.

Reporting: Companies need to comply with the following filings annually:

  • 1. Submission of the company annual return to the registrar of companies
  • 2. Submission of audited financial statements to the Central Bank of Cyprus and to the Income Tax Authorities
  • 3. Submission of provisional tax returns on 1 August in the tax year and final tax returns on 31 December of the year following the end of the tax year to the Income Tax Authorities.

Taxation: All companies which are resident in Cyprus, whether operating locally or internationally, are required to pay taxes are laid down below. A company is considered resident in Cyprus if it is managed and controlled in Cyprus.

The main features of the tax law are as follows:

  • A uniform corporate tax rate of 12.50% applicable for all companies
  • Dividend income is exempt from tax in Cyprus irrespective of its source, provided certain conditions are satisfied. Where the exemption does not apply, 15% defence tax is payable but credit for foreign tax suffered is given irrespective of the existence of a treaty.
  • Interest income is 50% exempt from corporate tax, unless it is received in the ordinary course of business in which case it is taxed like normal trade income. That portion of interest income which is exempt from corporate tax, is subject to defence tax at 10%, but credit is given for foreign tax suffered irrespective of the existence of a treaty
  • Profit from the disposal of securities is exempt from tax in Cyprus
  • Profits of a permanent establishment maintained abroad by a Cyprus company are exempt from tax in Cyprus
  • There is no withholding tax on dividends paid to non resident shareholders
  • There is no withholding tax on interest payments made abroad
  • There is no withholding tax on the payment of royalties derived from outside Cyprus
  • Various reliefs are introduced on company reorganisations.
  • Group relief is introduced
  • Losses can be carried forward indefinitely

The above benefits, coupled with the fact that Cyprus has an extensive treaty network with around 40 countries, provide an environment in which very advantageous tax structures can be put in place using a Cyprus company.

Confidentiality:Although details of the shareholders and directors appear on the public file, statutory secrecy provisions protect details of the beneficial owners supplied to the Central Bank.

Company Renewal:Renewal of company, to be paid in June every year. This is a requirement by company registry. Failure to do so results in penalties and could result in the striking-off of the company from the company registry.
Latest valid passport copy and recent utility bill for address proof of shareholder/director are required to be submitted at every renewal as a part of enhanced due diligence. If shareholder is a corporate entity, then latest certificate of incumbency and above stated docs of directors would be required.

Documents Required
KYC Documents for individual Director/Shareholder

  • Passport copy
  • Proof of address (dated less than 3 months)
  • Bank reference (dated less than 3 months with satisfactory record clearly mentioned and also the time period the client has been dealing with the bank: minimum of 2 yrs)
  • Detailed CV
  • Professional reference

KYC for Corporate Director/Shareholder

  • Certificate of incorporation
  • Registered address and place of business
  • Certificate of current standing if incorporated more than 1 year
  • Register of Directors
  • Register of Shareholders
  • Financial statements
  • Memorandum & Articles of Association

Mauritius GBC1

Synopsis

Mauritius is a sub-tropical volcanic island situated in the Indian Ocean, 2400 kilometres off the South East Coast of Africa and covers an area of 1,865 square kilometres. The population of the island is approximately 1.2 million comprised of people of Indian, African, European and Chinese origin. Due to its past history as a colony of both France and Britain, the population is largely bilingual in English and French. The official language is English but "Creole" is widely spoken in the island.

The Republic of Mauritius is a Westminster style democracy headed by an appointed President who is the Head of State. The sixty members of Parliament are elected every five years by popular vote. Parliament is the legislative authority in Mauritius and is headed by the Prime Minister who is the Head of Government.

Mauritius is one of the few countries with a hybrid legal system based on English and French law. The procedural law both in criminal and civil litigation is mainly English whilst the substantial law is mainly based on the French Napoleonic code. The Company Law is modeled on the English and New Zealand law. The highest court of appeal is the Privy Council in England.

Global Business Companies - Category1

GBC1 Companies, which were previously known as "Offshore Companies", are formed under the Companies Act 2001 and now regulated by the Companies Act 2001 and Financial Services Development Act 2001. The substantial advantage offered by the GBC1 company is that it may be structured to be tax resident in Mauritius, and may thereby access the taxation treaties signed by Mauritius with Belgium, Botswana, China, Cyprus, France, Germany, India, Indonesia, Italy, Kuwait, Lesotho, Luxembourg, Madagascar, Malaysia, Mozambique, Namibia, Nepal, Oman, Pakistan, Russia, Singapore, South Africa, Sri Lanka, Swaziland, Sweden, Thailand, U.K, Zimbabwe. This makes it extremely attractive to invest in one of these countries through a Mauritius GBC1 Company as taxation treaties provide that profits can then be withdrawn from that country either without the imposition of withholding tax or subject to a substantially reduced rate of withholding tax.

The terms of the taxation treaty signed between Mauritius and India are particularly advantageous and the levels of taxation paid by a Mauritius GBC1 company making profits in India are considerably reduced from the normal levels of taxation which would be suffered by a company investing directly in India.

India still imposes restrictions on investments in and out of the country and therefore requires that any investment into India by a foreign company or individual is approved by the Reserve Bank of India. Frequently the approval process takes a considerable length of time and results in onerous conditions being placed upon the investment. However, if a Mauritius GBC1 is incorporated, this can be used for holding Indian investments. Please note that some investments require the prior approval of the Foreign Investment Promotion Board in India.

The benefits accruing to a Mauritius GBC1 company when used for investment in India may be summarised as follows:

Dividends: Although the dividend withholding tax has been replaced by the dividend distribution tax, it is well known that Indian authorities can easily re-introduce this tax in the future. In such a case, the dividend withholding tax will be reduced to 15% under the Mauritius/India treaty provided that the Mauritius company holds at least 5% of the equity in the India subsidiary.

Royalties: The usual rate of withholding tax is 30% (this can be reduced to 20% under certain conditions). If royalty payments are made to Mauritius then the withholding tax is reduced to 15%.

Interest: The usual rate of withholding tax on interest payments made to a non-resident is 20% but under the Mauritius treaty the rate is reduced to 0% if the loan is made to a Mauritian resident bank or a government body.

Capital Gains: Long term capital gains i.e. gains made on sale of assets held for more than 12 months would normally be taxed at 20% but under the Mauritius/India treaty those gains are exempt from tax in India. Similarly short term capital gains made by a Mauritius company in India will be exempted from tax in India. The normal rate would be around 33%.

GBC1 companies structured to take advantage of the taxation treaties signed by Mauritius must have the following characteristics:

Shareholders: The company can be wholly owned by 1 shareholder. Bearer shares are not allowed. Details of the shareholders must be reported to the companies registry and to the Financial Services Commission. Only shareholders have a right of inspection. Please note that references, details on the track record and passport copy of the beneficial owners must be given to the Financial Services Commission. Where the beneficial owners are body corporates, latest audited accounts and corporate profile must be submitted to the Financial Services Commission.

Directors: A company shall have at least one director who shall be ordinarily resident in Mauritius. Corporate directors are not permitted. A Director is required to give his consent to act as Director by filing form 7 with the registrar of companies. Shareholders have the right of inspection. The registrar shall be notified within 28 days of any change in Directors. It is important to note that if the company wishes to access the taxation treaties then 2 Mauritius resident directors, who are approved by the Financial Services Commission, must be appointed.

Officers/Secretary: A qualified resident company secretary must be appointed.

Restriction on Name & Activity: The following words cannot be used in English or any other language: Authority, Bank, Chamber of Commerce, Chartered, Cooperative, Fund, Government, Insurance, Investment or Management Services, Mauritius, Municipal, National, Regional, Presidential, Republic or State. Names should end with Limited or Corporation.

Local Requirement: The company must maintain a registered office in Mauritius at the address of a licensed management company or law firm.

Timescale: Subject to name approval a GBC1 company can be incorporated within 2-3 weeks. Readymade companies are not available because of the need to report the details of the beneficial owners to the Financial Services Commission.

Annual Reporting: A GBC1 company must file audited accounts within 6 months of the close of its financial year. Non-compliance may result in revocation of the global business licence. A GBC1 may prepare its financial statements in accordance with the International Accounting Standards or with any other internationally accepted accounting standards.

Taxation:GBC1 are subject to 15% tax on profit but the company is entitled to a deemed foreign tax credit of 80% of the tax payable i.e. the net effective rate after deduction of the deemed foreign tax credit is 3%. Capital gains are exempted from tax in Mauritius.

Confidentiality:Beneficial ownership is not available on public record.

Company Renewal:Renewals for Mauritius GB1 companies to be done before 30th of June irrespective of the date of incorporation. In case of late renewal, government and service charges shall be applicable for late payment of it’s annual license.
Financial summary of the company along with the latest valid passport copy and recent utility bill for address proof of shareholder/director are required to be submitted at every renewal as a part of enhanced due diligence. If shareholder is a corporate entity, then latest certificate of incumbency and above stated docs of directors would be required.

Documents Required:
KYC Documents for individual Director/Shareholder

  • Passport copy
  • Proof of address (dated less than 3 months)
  • Bank reference (dated less than 3 months with satisfactory record clearly mentioned and also the time period the client has been dealing with the bank: minimum of 2 yrs)
  • Detailed CV
  • Professional reference

KYC for Corporate Director/Shareholder

  • Certificate of incorporation
  • Registered address and place of business
  • Certificate of current standing if incorporated more than 1 year
  • Register of Directors
  • Register of Shareholders
  • Financial statements
  • Memorandum & Articles of Association

The Panamanian Corporation

Synopsis

The Republic of Panama occupies an area of 77,082 square kilometres and is situated between Costa Rica in Central America and Columbia in South America with coastlines on both the Pacific and Atlantic Oceans. Its capital, Panama City, is on the Pacific coast at the entrance of the Panama Canal.

Population of Panama is approx. 2.6 million. The constitution of Panama provides for a republican form of government.

Panamanian law is based on the Spanish Civil Code, although the company law has been taken from the corporation law of Delaware in the USA.

The official language is Spanish. Documents in a foreign language, which required to be filed at companies registry must be accompanied by a Spanish translation. Company documents in Spanish are accompanied by an English translation.

Corporations organized in accordance with Law no. 32 of 1997 can conduct business and exercise their powers in foreign countries.

The Panama Corporation

A Panamanian Corporation has the following characteristics:

Shareholders: One shareholder can form a Panama corp. and we issue shares in registered form only. No details of the shareholders appear on the public file but a register of shareholders must be kept at the registered office address of the company in Panama.

Directors: The directors of a Panamanian company must appoint a President, Secretary and Treasurer. Whilst these offices may be held by one person, who is neither a director or a shareholder, the directors may equally appoint themselves. Details of the directors must be registered on the public file.

Officers/Secretary: A company secretary must be appointed, who may be a natural or corporate person.

Restriction on Name & Activity: The name of the corporation must include a word, phrase, or abbreviation distinguishing it from a sole proprietorship or partnership and can be expressed in any language. The most common endings include: "S.A.", "Corporation", "Corp.", "Incorporated", and "Inc.". Availability of a corporate name can be confirmed within a few hours.

Local Requirement: As a matter of local company law the company must appoint a Panama resident as registered agent who must be Panama lawyer or a firm of lawyers. We would generally provide these services as part of the domiciliary service fee.

Timescale: Incorporation can be achieved within 3 to 4 days. However, it does take approximately 1 week for documents to arrive from Panama. We do keep ready-made companies in stock available for immediate purchase.

Annual Reporting: The corporation is not required to file accounts.

Taxation: Panama corporations offer complete tax exemption on foreign source income and transactions carried out outside the Republic of Panama, even though same may be managed from Panama. Only annual franchise fee / tax of US$ 250/- is payable in first year and thereafter US$ 300/- annually for share capital of US$ 10,000/- or 500 shares of no par value.

Books, Records, and Seal: Stock register and minutes book may be kept by electronic means or any other method authorized by law, that allow to determine with certainty the operations of the corporations, as long as said records can be printed. These records may be kept anywhere in the world as declared in the Articles of Incorporation. Panamanian corporations do not require a seal, though it may be adopted if approved by resolution or if stated in the Articles of Incorporation, or in the by-laws, if any.

Confidentiality: Unless violations of Panamanian laws occur, a Panama corporation cannot be forced to divulge confidential information to Panamanian or foreign authorities. Also, share certificates may be issued to the bearer. As, per Law Decree No. 9 of 26 February, 1998 which creates the Sunner_h4">Synopsis

Seychelles is an archipelago located northeast of Madagascar in the Indian Ocean. The archipelago is approximately 2.5 times the size of Washington, DC. It is comprised of over one hundred islands. The total population of Seychelles is approximately 79,000. The weather ranges from humid to tropical marine. The government type is a republic. The capital city of Seychelles is Victoria.

Seychelles is one of the newer offshore center in the world and benefits from it's extensive offshore legislation.

The Seychelles International Business Companies

A Seychelles IBC has the following characteristics:

Shareholders: A minimum of one shareholder is required and can issue shares in registered form. No details of the shareholders appear on the public file but a register of shareholders must be kept at the registered office address of the company in Seychelles. Corporate shareholders are permitted.

Directors: A minimum of one director is required and corporate directors are permitted. Details of the directors do not appear on the public file.

Officers/Secretary: The secretary may be a natural person or body corporate, be of any nationality and need not be resident in the Seychelles.

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. A wide variety of other suffixes such as BV, GmbH, and SARL may also be used if desired.

The following words and their associated activities, cannot be used: Assurance, Bank, Building Society, Chamber of Commerce, Chartered, Co-operative, Fund, Imperial, Insurance, Municipal, Mutual Fund, Royal and Trust or it can not have any word which implies that a licensable activity is being undertaken.

IBC cannot carry on business in Seychelles, may not own real estate in Seychelles and cannot undertake banking, insurance & registered agent business without special license.

Local Requirement: As a matter of company law the IBC must maintain a registered office address within Seychelles and must also appoint a Seychelles resident as registered agent. We would generally provide these services as part of the domiciliary service fee.

The details of where the accounting records must be maintained via Board of Resolution, otherwise the company will be subjected to penalties. Any change in this address must be notified within 14 days.

Timescale: Incorporation can be achieved within 24 hours. However, it does take approximately 1 week for documents to arrive from Seychelles. We do keep ready-made companies in stock available for immediate purchase.

Annual Reporting: No accounts need to be filed but annual returns are required to be filed. It should be noted that penalty fees will be incurred if the license fee is not paid when due.

Taxation: An IBC is exempted from local taxation.

Confidentiality:The Republic of Seychelles is an independent country. As such, it is not sharing or reporting information to any overseas "principal", or organization. Seychelles is not subject to the EU Savings Tax Directive, unlike some other offshore tax havens related to the EU member states (primarily, to the UK and its overseas territories).

Seychelles has avoided entering any information-sharing agreements with foreign countries or organizations for exchange of financial aid. Client confidentiality is robustly enshrined in the Seychelles corporate and business legislation.

Company Renewal: Renewal for Seychelles offshore companies falls every anniversary date of incorporation. Late payment of the government duties in Seychelles will result in a 10% penalty fee if the payment is up to 90 days late, and 50% late penalty fee, if the payment is over 90 days late. After that time, the registrar of companies will proceed to strike-off the company from the registry for non-payment of fees.
Declaration of annual returns, latest valid passport copy and recent utility bill for address proof of shareholder/director are required to be submitted at every renewal as a part of enhanced due diligence. If shareholder is a corporate entity, then latest certificate of incumbency and above stated docs of directors would be required.

Required Documents:
KYC Documents for individual Director/Shareholder

  • Passport copy
  • Proof of address (dated less than 3 months)
  • Bank reference (dated less than 3 months with satisfactory record clearly mentioned and also the time period the client has been dealing with the bank: minimum of 2 yrs)
  • Detailed CV
  • Professional reference

KYC for Corporate Director/Shareholder

  • Certificate of incorporation
  • Registered address and place of business
  • Certificate of current standing if incorporated more than 1 year
  • Register of Directors
  • Register of Shareholders
  • Financial statements
  • Memorandum & Articles of Association

UK Limited Cos

Synopsis

The United Kingdom ("UK") comprises England, Scotland, Northern Ireland and Wales and is one of the member states of the European Union. It has an area of some 244,100 square kilometers (94,250 sq. miles) with an estimated population in excess of 57 million. London is one of the world's leading centres for banking, insurance and other financial services; lying between New York and Tokyo it is the third leg of the world's capital markets. Not the least of its attractions is that it is a politically stable English speaking country.

The UK is strategically located off the Northwest coast of continental Europe and has excellent communications; it has three major international airports in Heathrow, Gatwick and Manchester with extensive worldwide connections. The UK has been physically joined to mainland Europe by the opening of the channel rail tunnel link which boasts frequent train services for passengers and cars to Paris and Brussels.

The UK has signed double taxation treaties with 100 countries and thus enjoys the most extensive double taxation treaty network in the world.

Despite the fact that the UK is by no means a low tax country, UK companies can be used effectively and advantageously in a tax planning structure. One of the major benefits of utilising UK companies flows from the very fact that the UK is not a tax haven so UK based tax planning structures would not generally attract the same level of attention of those based on a pure tax haven company.

The UK Limited Cos

A UK Private Limited Cos. has the following characteristics:

Shareholders: A minimum of one shareholder is required and shares may be in bearer or registered form. Capital may be in any currency and there is no minimum capital requirement. Details of the shareholders appear on the public file and register of shareholders must be kept at the registered office address of the company in UK.

Directors: A minimum of one natural director is required and additional directors can be individuals or corporate entities. Details of the directors do appear on the public record. Annual meetings of directors is not mandatory but meeting may be held anywhere in the world.

Officers/Secretary: There is no requirement to appoint a company secretary but the duties of the company secretary remains. Director of the company can serve as the officers.

Restriction on Name & Activity: Names must end with Limited. It may be in any language but stated in Latin alphabets. Words like British, UK, National, International, European etc. require special approval.

Special approvals & licenses are required to undertake business of banking, insurance, assurance, reinsurance, fund management, investment funds, mutual fund etc.

Local Requirement: As a matter of local company law the company must maintain a registered office in England, Wales or Scotland. We would generally provide these services as part of the domiciliary service fee.

Timescale: Incorporation can be achieved within 2 to 4 days. Apostile may take additional days.

Annual Reporting: An annual return and annual financial statements have to be filed with companies house. Also UK Cos. are required to file annual tax returns.

Taxation: UK incorporated limited companies are considered as UK resident for corporation tax purposes. Hence tax is applicable on worldwide income of UK Cos. irrespective of where those profits may arise. Profits do not include dividends or other distributions received from UK companies. VAT also will be applicable on goods sold in & services provided in UK.

Confidentiality: Information on shareholders / directors / officers are on public record.

Company Renewal: Renewal of company, to be paid on anniversary date of incorporation. Failure to do so results in penalties and could result in the striking-off of the company from the registry.
Latest valid passport copy and recent utility bill for address proof of shareholder/director are required to be submitted at every renewal as a part of enhanced due diligence. If shareholder is a corporate entity, then latest certificate of incumbency and above stated docs of directors would be required.

Documents Required:
KYC Documents for individual Director/Shareholder

  • Passport copy
  • Proof of address (dated less than 3 months)
  • Bank reference (dated less than 3 months with satisfactory record clearly mentioned and also the time period the client has been dealing with the bank: minimum of 2 yrs)
  • Detailed CV
  • Professional reference

UK LLP

Synopsis

The United Kingdom ("UK") comprises England, Scotland, Northern Ireland and Wales and is one of the member states of the European Union. It has an area of some 244,100 square kilometers (94,250 sq. miles) with an estimated population in excess of 57 million. London is one of the world's leading centres for banking, insurance and other financial services; lying between New York and Tokyo it is the third leg of the world's capital markets. Not the least of its attractions is that it is a politically stable English speaking country.

The UK is strategically located off the Northwest coast of continental Europe and has excellent communications; it has three major international airports in Heathrow, Gatwick and Manchester with extensive worldwide connections. The UK has been physically joined to mainland Europe by the opening of the channel rail tunnel link which boasts frequent train services for passengers and cars to Paris and Brussels.

The UK has signed double taxation treaties with 100 countries and thus enjoys the most extensive double taxation treaty network in the world.

Despite the fact that the UK is by no means a low tax country, UK companies can be used effectively and advantageously in a tax planning structure. One of the major benefits of utilising UK companies flows from the very fact that the UK is not a tax haven so UK based tax planning structures would not generally attract the same level of attention of those based on a pure tax haven company.

The UK Limited Liability Partnerships (LLP)

A UK LLP has the following characteristics:

Members: Two natural or legal persons can form a UK LLP. However members are not required to enter into formal partnership agreement. There is no minimum capital requirement. Details of the members appear on the public file and register of members must be kept at the registered office address of the company in UK.

At least two designated members of LLP will manage the affairs of the LLP.

Officers: There is no requirement to appoint a company secretary but the duties of the company secretary remains. Directors of the company can serve as the officers.

Restriction on Name & Activity: Names must end with LLP. It may be in any language but stated in Latin alphabets. Words like British, UK, National, International, European etc. require special approval.

Special approvals & licenses are required to undertake business of banking, insurance, assurance, reinsurance, fund management, investment funds, mutual fund etc.

Local Requirement: As a matter of local company law the company must maintain a registered office in England, Wales or Scotland. We would generally provide these services as part of the domiciliary service fee.

Timescale: Incorporation can be achieved within 2 to 4 days. Apostile may take additional days.

Annual Reporting: An annual return and annual financial statements have to be filed with companies house.

Taxation: Income & gains of LLP's are generally taxed at the member level only and LLP is not taxed. A UK LLP having non-UK resident as members and does not have UK source income, will not be liable to tax in UK. However since such entities will not be taxed in UK, it will be treated as non-tax resident entities and will not be entitled to DTAA benefits.

VAT will be applicable on goods sold in & services provided in UK.

Secrecy: Information on members / directors / officers are on public record.

Company Renewal: Renewal of company, to be paid on anniversary date of incorporation. Failure to do so results in penalties and could result in the striking-off of the company from the registry.
Latest valid passport copy and recent utility bill for address proof of shareholder/director are required to be submitted at every renewal as a part of enhanced due diligence.

Documents Required:
KYC Documents for individual Director/Shareholder

  • Passport copy
  • Proof of address (dated less than 3 months)
  • Bank reference (dated less than 3 months with satisfactory record clearly mentioned and also the time period the client has been dealing with the bank: minimum of 2 yrs)
  • Detailed CV
  • Professional reference

British Virgin Islands - Vista Trust

There are various types of trust which it is possible to create but, generally speaking, the greatest tax advantage and flexibility will accrue to the beneficiaries of a discretionary trust. Under this type of trust the trustees have the discretion as to the amount and the timing of any distribution of trust income or capital. This allows the trustees to make distribution only when it seems appropriate or necessary and otherwise to accumulate both income and capital. This can have substantial advantages in that it allows the trustees to take account of any changes in the situation of a given beneficiary and to plan distribution from the Trust in such a way as to minimise tax liabilities of the settlor & income accruing on assets given to trust by the settlor.

As mentioned, the trustees do have an absolute discretion as to the amount of distribution they make and when to make distributions but it is normal for the settlor of the trust to indicate to the Trustees what would be his wishes in relation to the trust assets by writing a formal "Letter of Wishes" to the trustees. The trustees are not legally bound to follow the wishes of the settlor but would normally do so unless, for example, a change in circumstances led them to believe that following those wishes would have undesirable implication for the beneficiaries. The letter of wishes can be amended and updated as often as required during the lifetime of the settlor.

Advantages of a discretionary trust

  • Restrictions /controls over the enjoyment of property
  • Multiple enjoyment
  • The holding, protecting and controlling of family property
  • Asset protection
  • Commercial transactions
  • Overseas ownership of property while retaining beneficial enjoyment
  • Strict confidentiality of the identity of the settlor, the beneficiaries and information relating to trust affairs

Key Features of BVI Vista Trust

  • Common law jurisdiction.
  • Possibility for the settlor to leave on his death letters of wishes setting out how he/she would wish the trust to be administered
  • Anti-forced heirship rules
  • Possibility to accumulate income for any period during the duration of the trust
  • Trust instrument may contain power to vary terms of trust
  • No disclosure of the trustees' deliberations, the name of the settlors and the beneficiaries unless by a Court order.
  • Mainly used to hold shares of a BVI company
  • Trusts not being void or voidable due to the insolvency of settlor or proceedings against him or latter being declared bankrupt. However, such trust may be void if the creditors prove beyond reasonable doubt that the intention of the settlor at the time of creating the trust was to defraud him. The onus of proof rests on the creditor and no request for setting aside the trust will be entertained after more than 2 years from the transfer or disposal to the trust.

Trustees

Either an individual or a corporation may act as the trustee of a trust but it is becoming increasingly common to use a corporate trustee as this avoids problems which might result from the death, illness or retirement of an individual trustee and provides for continuity of administration.

Trustees can however, nominate directors and grant management powers of the trust to nominee of the settlor.

The Protector/Enforcer

Under a discretionary trust we have seen that the trustees control the trust funds and have a high degree of discretion over what happens to those funds. If the settlor attempted to retain some control over the trust funds then this may result in the trust being declared invalid and/or the trust being considered as resident in the jurisdiction within which the settlor is resident. Both these consequences may have serious tax implications for the trust itself and the beneficiaries. Certain safeguards for the settlor may be found by appointing a protector. Typically the protector / enforcer would be a family friend, relative or trusted advisor who has powers under the trust deed and to enforse the terms of the trust deed. However if directors are appointed to manage trust, the protector need not be appointed since all powers will be vested in the director esp. controlling the underlying BVI Co.

Taxation

A BVI Vista trust is not liable to any taxes if the trust beneficiaries are not BVI residents.

It is possible that the setting up of the trust will result in tax consequences for the settlor and also possible that, although no tax would be payable in BVI, there may be ongoing tax consequences for the settlor and/or the beneficiaries in their country of residence. These possible tax consequences will depend upon the domicile and tax residency of the settlor and beneficiaries and therefore local advice should be sought on these matters.

Renewal

Renewal of BVI Trust, to be paid on anniversary date of incorporation. Failure to do so results in penalties.

Latest valid passport copy and recent utility bill for address proof of protector and beneficiaries are required to be submitted at every renewal as a part of enhanced due diligence.

Documents Required

  • Application form duly completed and signed
  • Passport copy duly certified.
  • Second identification.
  • Proof of domicile.
  • Letters of reference, one professional reference letter and one bank reference letter.
  • Letter of wishes (indicating the details on the beneficiaries)
  • Name of the BVI company whose shares will be put into the trust.

Mauritius Trust Formation

In Mauritius, offshore trusts are formed under the Trust Act 2001.To form a trust in Mauritius, one should pay a one-time registration fee. There are certain conditions to get satisfied to form a trust in Mauritius. Those are:

  • The trust settler must not be a resident at any time
  • An offshore company can be a settlor
  • Trust property must not include real property in Mauritius.

The details of the trustee will not disclose in any public documents and there is no need of annual reporting.

Panama Foundation

General Benefits

  • Confidentiality.
  • Removal of assets from the ownership of the founder in connection with potential liability in the future.
  • Anonymity and complete discretion.
  • Avoids the legal testamentary regulation that implies bureaucratic time and money.
  • Centralization and administration of the assets and patrimony
  • Tax exemption and a recommended vehicle for international tax planning.
  • Avoid problem of international succession related to the domicile of the founder since Panamanian law is applied.
  • Low costs in inheritance planning.
  • Convenient control of the assets and maintaining indirect influence of the total administration
  • Forced heirship rules of other countries are not applicable to Panamanian Private Interest Foundations.

Comparison of Panama & Liechtenstein Foundation

Panama Foundation:

  • Panama makes no differences between Family Foundations and the so called Mixed Foundations; any kind of beneficiaries can be appointed.
  • The registration of the Foundation Charter is mandatory but not the Regulations (By-Laws) which is optional, therefore a certificate evidencing its existence may be requested.
  • The Foundation committee may be formed by persons or corporate bodies, Panamanian or foreign with residence in any part of the World.
  • No minimum endowment needs to be contributed in advance.
  • Subject to only one Annual Franchise Tax of US$150.00 regardless of its total assets.
  • Three-(3) years prescription for creditor claims against the Foundation and its transfers.

Liechtenstein

  • Liechtenstein Foundations make a distinction regarding Family or Mixed Foundations, which needs to be previously specified
  • The law remits to what is set forth in the laws of the founder's or beneficiaries' domicile regarding the right to revoke the creation of the Foundation or its transfers.
  • The constitution deed and by-laws need to be recorded at the public registry.
  • The members of the Foundation committee must comply with requirements of nationality, residency, and professional activities.
  • Foundations are subject to taxes in proportion to their assets plus a fixed annual fee of US$650.00.
  • Endowment is required at the moment of the creation of the Foundation
  • No prescription for creditors claims against the Foundation and its transfers.

FAQ's on Foundation

Can Founder be the sole beneficiary: Yes, the "real Founder" (ie. the Beneficial Owner) can be the sole beneficiary. We indicate "real Founder" as the name of the Founder is matter of public record, generally our clients request the services of "nominee Founder". In this regards, the "real Founder" can be the sole beneficiary, nonetheless the "nominee Founder" will never be a beneficiary as agent is the "nominee Founder".

Another matter to take into consideration is the fact that we recommend to clients to always name additional beneficiaries to the Foundation. They can be named as secondary beneficiaries and only have access to the Foundation's patrimony after the death of the first beneficiary (the BO).

Can the beneficiary be the protector: Yes, the protector can be a beneficiary. This is one of the most common ways to structure a Foundation.

Can the beneficiary be a member of Foundation council: Yes, a beneficiary can be a member of the Foundation council. Nonetheless this is not recommended as the name of the Foundation council is of public record. Thus, the name of the beneficiary will be publicly linked to the Foundation.

How many members required in Foundation council (can it be one corporate nominee from agent side and one individual being beneficiary or protector as also Foundation council member): The law requires that the Foundation council be conformed of at least 1 juridical person or 3 natural persons. Can be one nominee from our agent & other from real founder. Nonetheless, please note that this is not very common as the names and details of the Foundation council are registered in the public registry, thus of public record. For confidentiality reasons, clients normally wish to avoid that the names of the beneficiaries or protectors be registered in the Public registry.

Can protector revoke the Foundation if it is provided in the Foundation charter: Yes.

Can protector amend beneficiaries:Yes, the protector can include or exclude beneficiaries. It can also indicate conditions for the beneficiaries to enjoy the Foundation's patrimony. We can also limit that only the first protector of the Foundation has the before-mentioned faculties, and that alternate or secondary protectors cannot include or exclude beneficiaries.

Can Founder change protector or can it be restricted Yes, this can be restricted.

Can protector be also authorised attorney given general POA for management of assets of the Foundation:Yes, the Foundation can issue a general Power of Attorney in favor of the protector.

Renewal:

Renewal of Panama Foundation, to be paid in December every year. Failure to do so results in penalties and could result in the striking-off of the company from the Foundation registry.
Latest valid passport copy and recent utility for address proof of protector, Foundation Council Members and beneficiaries are required to be submitted every renewal of the Foundation as a part of enhanced due diligence.

Requirements:

  • Duly filled application form
  • Passport copy with photo & signature
  • Two(2) letters of bank reference which state a minimum relationship of 3 years.
  • Professional reference
  • Second identification card with photo
  • Details of beneficiaries, their share & passport copies
  • Names of Foundation council members, their powers, passport copies & address proof.
  • Name of protector, auditor etc and their proof of existence / address.

Seychelles Foundation

General Benefits

  • Confidentiality.
  • Removal of assets from the ownership of the founder in connection with potential liability in the future.
  • Anonymity and complete discretion.
  • Avoids the legal testamentary regulation that implies bureaucratic time and money.
  • Centralization and administration of the assets and patrimony
  • Tax exemption and a recommended vehicle for international tax planning.
  • Avoid problem of international succession related to the domicile of the Founder since Panamanian law is applied.
  • Low costs in inheritance planning.
  • Convenient control of the assets and maintaining indirect influence of the total administration
  • Forced heirship rules of other countries are not applicable to Seychelles Foundations.

Key Features of Seychelles Foundation

  • Foundation is a legal entity hence can sue and be sued in its name. This is a fundamental difference between Foundations and Trusts.
  • Foundation can be formed with a minimum capital of USD 1. Additions to the foundation fund can also be made at later date. Assets of foundation can include
    - Any interest/ entitlement as a beneficiary of another foundation/ trust
    - Any shares/debentures/interest in a company (can be IBC, CSL, PCC, MF)
    - Any interest in partnership
    - Any funds in account of a bank licensed under Financial Institutions Act.
  • Assets transferred or otherwise vested in Foundation confer full legal and beneficial title on foundation
    - Statutory protection is provided to assets of Foundation:
    - Protection against foreign rules of forced heir ship (Section 72(2))
    - Founders bankruptcy / liquidation / other action proceedings by any creditor, unless the founder was insolvent or intended to defraud his creditors
    - In event of non-recognition of Foundation or arguments relating to lack of capacity of the person endowing the Foundation
  • A nominee founder is permitted. The person who endows the foundation need not be the founder. Founder has power to assign his rights, powers and obligations to another person who will be treated as founder (through a written notice to council and registered agent)
  • Founder can reserve rights in the Foundation as provided in section 27 of the Act:
    - Investment activities of the Foundation;
    - Amendment of the charter or regulations;
    - Appointment or removal of a councilor;
    - Appointment or removal of any supervisory person;
    - Rights, entitlements and restrictions of a beneficiary;
    - Addition or exclusion of a beneficiary;
    - Proposed continuation of the Foundation as a foundation registered or otherwise established under the written laws of a jurisdiction other than Seychelles:
    - Dissolution of the Foundation.
  • Foreign Foundations can be continued in Seychelles and vice versa. It involves very simple procedure. Seychelles Foundation can be merged / consolidated with other Foundations.

FAQ's on Foundation

Can Founder be the sole beneficiary: Yes, the "real Founder" (ie. the beneficial owner) can be the sole beneficiary. We indicate "real Founder" as the name of the Founder is matter of public record, generally our clients request the services of "nominee Founder". In this regards, the "real Founder" can be the sole beneficiary, nonetheless the "nominee Founder" will never be a beneficiary as agent is the "nominee Founder".

Another matter to take into consideration is the fact that we recommend to clients to always name additional beneficiaries to the Foundation. They can be named as secondary beneficiaries and only have access to the Foundation's patrimony after the death of the first beneficiary (the BO).

Can the beneficiary be the protector: Yes, the protector can be a beneficiary. This is one of the most common ways to structure a Foundation.

Can the beneficiary be a member of Foundation council: Yes, a beneficiary can be a member of the Foundation council. Nonetheless this is not recommended as the name of the Foundation council is of public record. Thus, the name of the beneficiary will be publicly linked to the Foundation.

How many members required in Foundation Council: Every Foundation shall have council which shall consist of minimum one person. However Founder can not be the sole councilor.

Can protector revoke the Foundation if it is provided in the Foundation charter: Yes.

Can protector amend beneficiaries:Yes, the protector can include or exclude beneficiaries. It can also indicate conditions for the beneficiaries to enjoy the Foundation's patrimony. We can also limit that only the first protector of the Foundation has the before - mentioned faculties, and that alternate or secondary protectors cannot include or exclude beneficiaries.

Can Founder change protector or can it be restricted Yes, this can be restricted.

Can protector be also authorised attorney given general POA for management of assets of the Foundation:Yes, the Foundation can issue a general Power of Attorney in favor of the protector.

Renewal

Renewals for Seychelles Foundation falls every anniversary date of incorporation. Failure to do so results in penalties and could result in the striking-off of the foundation from the foundation registry.
Latest valid passport copy and recent utility for address proof of protector, Foundation council members and beneficiaries are required to be submitted every renewal of the Foundation as a part of enhanced due diligence.

Requirements:

  • Duly filled application form
  • Passport copy with photo & signature
  • Bank reference
  • Professional reference
  • Details of beneficiaries, their share & passport copies
  • Names of Foundation council members, their powers, passport copies & address proof.
  • Name of protector, auditor etc and their proof of existence / address.

Please contact one of our team for further information
how we can help create tailored progrem for your organisation