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On January 1st, 1995 the International Business
Companies Ordinance (1994) came into effect, as part of a suite of contemporary
legislation replacing the old Companies Act (dating back to 1885), which was repealed.
After a series of amendments, the 1994 Ordinance was itself replaced by the Companies
Act, 2000 (in pdf format - requires Adobe Acrobat reader). You
are encouraged to look up the legislation to see which of the features are relevant to
your needs. In summary, The International Business Company is based on the traditional
model as evolved and successfully used elsewhere in the Caribbean, notably Turks &
Caicos and the B.V.I. It provides for the easy incorporation and subsequent administration
of a flexible and cost effective corporation.
Companies incorporated in any other jurisdiction may be
continued into Anguilla as an IBC. An Anguilla IBC can, where the laws of another
jurisdiction permit, redomicile to such jurisdiction.
An IBC must satisfy the following requirements:
- IT MAY NOT-
a. Carry on a business with persons resident in
Anguilla.
b. Carry on the business of providing registered office for companies
c. Carry on the business of banking, trust services, insurance, reinsurance or such
business requiring special licensing in Anguilla.
- According to section 7, as a rule of thumb, the word
or words, or abbreviations thereof, specified in one of the following paragraphs shall
form the last part of the name of every international business company-
(a) "Limited" or the abbreviation
"Ltd";
(b) "Corporation" or the abbreviation "Corp";
(c) "Incorporated" or the abbreviation "Inc";
(d) "Sendirian Berhad" or the abbreviation "Sdn Bhd";
(e) "Société à Responsabilité Limitée" or the abbreviation
"SARL";
(f) "Societe Anonyme" or the abbreviation "S.A.";
(g) "Sociedad Anonima" or the abbreviation
"S.A.";
(h) "Besloten Vennootschap" or the abbreviation "B.V.";
(i) "Gesellschaft mit beschrankter Haftung" or the abbreviation
"GmbH";
(j) "Naamloze Vennootschap" or the abbreviation "N.V.";
Articles of Incorporation must follow the approved
form and set out:
- Proposed name.
- Address within Anguilla of its first registered
office.
- The name and address of its registered agent.
- The classes and any maximum number of share that the
company is authorized to issue.
An IBC might amend its articles to change its name.
The registrar must issue a Certificate of Incorporation indicating the change of name.
A certificate of incorporation issued by the
Registrar is prima facie evidence of compliance with with all requirements of the
ordinance with respect to incorporation.
Where the right to transfer any shares is restricted,
such notification must be given on each certificate. No par value shares may be issued and
shares as dividends might also be issued. An IBC might increase or decrease its authorized
capital through a change in its number of shares or par value or both. An IBC may issue
bearer shares. However, it is not the standard policy of this company to issue bearer
shares. An IBC may purchase, redeem or otherwise acquire and hold its own shares.
An IBC may have one or more directors. It is not
necessary for a bylaw to be passed to confer any particular power to the IBC or its
directors.
An IBC shall at all times have a registered office
and agent in Anguilla. No annual return is required. An IBC can opt to file such a return.
An IBC is not subject to any corporate tax, income
tax, withholding tax, capital gains or other tax based on assets or income. It is tax
exempt for 50 years.
You can Conact C.E.G.
Limited Here to
order, or for further
Information on any Service or
Product |
The Costs associated with an IBC are (all amounts in US$):
Document
Filed |
FEES |
|
|
GOVERNMENT |
PROFESSIONAL |
TOTAL |
Incorporation |
250 |
600 |
850 |
Amendments
- Increase in Auth. Cap to > 50000 |
100 |
100 |
200 |
Articles
of Amendment, Other |
100 |
100 |
200 |
Articles
of Merger / Consolidation |
500 |
350 |
850 |
Articles
of Arrangement |
500 |
350 |
850 |
Article
of Continuance - Co Ord Company |
175 |
250 |
425 |
Article
of Continuance - Non Anguillian Company |
100 |
100 |
200 |
Article
of Dissolution |
100 |
100 |
200 |
Article
of Recision of Dissolution |
100 |
100 |
200 |
Issue
of certificate of Incorporation, Merger, Consolidation, Continuance, Dissolution |
50 |
100 |
150 |
Restoration
to Register - application is made within six months following strike off |
300 |
450 |
750 |
Restoration
of Register - Application is made later than six months following strike off |
600 |
500 |
1100 |
Name
Reservation |
25 |
20 |
45 |
Provisional
Registration |
75 |
50 |
125 |
Provisional
Registration - Authorisation |
100 |
75 |
175 |
Notice
of Change in Registered Office / Regd Agent |
25 |
50 |
75 |
Annual
Fee - No Par Value or both and Auth Cap <= 50000 USD |
200 |
300 |
500 |
Annual
Fee - Auth Cap > 50000 USD |
700 |
400 |
1100 |
Annual
Fee - Auth Cap is nill and No Par Value |
250 |
300 |
550 |
Annual
Fee - Late filing Penalty - up to 3 months of due date (AS PERCENTAGE) |
10 |
10 |
20 |
Annual
Fee - Late Filing Penalty - after 3 months from due date (AS PERCENTAGE) |
50 |
15 |
65 |
Penalty
Days <= 0 (AS PERCENTAGE) |
0 |
0 |
0 |
Supervised
Liquidation |
25 |
50 |
75 |
Supervised
Dissolution |
25 |
50 |
75 |
Revocation
by Order of Court |
25 |
50 |
75 |
Revival
By Court Order |
25 |
50 |
75 |
Service
without Fee |
0 |
25 |
25 |
Certificate
of Departure |
25 |
75 |
100 |
Filing
of Change of Directors and or Shareholders or in their Particulars |
25 |
75 |
100 |
Filing
a Notice Canceling the Registration of Directors and or Shareholders |
25 |
75 |
100 |
Appointment
of Liquidators |
25 |
75 |
100 |
Filing
of Optional Registration of Directors and or Shareholders |
25 |
150 |
175 |
Certificate
of Good Standing |
50 |
75 |
125 |
Certificate
of Mortgage/Charges |
100 |
125 |
225 |
Filing
of Any Other Notice |
25 |
75 |
100 |
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