BAHAMAS

Commonwealth of Bahamas is a country situated on the islands of the Bahamas Archipelago in the Atlantic Ocean. It incorporates 700 islands and a large number of rocky formations. It is located to the East of Florida coast. The neighboring country is Cuba. The territory of the country is 11,404 square km. The official language is English.

The legislative system is based on the British law. The national currency is Bahamas Dollar equal to the US Dollar. Both currencies have circulation on the islands. The principal sectors of the economy are tourism and offshore harbor. Large American and European banks and leading auditing companies have their branches and subsidiaries on the Isles.

 

1

Corporate Law

The International Business Companies Act of 1989, with amendments of 1992, 1994 and 2000

The legal Act about licensing and control of financial and corporate services and similar services.

2

The form of tax-exempt company

International Business Company (IBC), hereinafter referred to as the “Company”

3

Permitted activities

Any activity not prohibited by the law.

- to own shares in other Bahamian companies,

- maintain bank accounts in the jurisdiction;

- employ the services of local professionals (lawyers, auditors etc.).

4

Prohibited activities

IBC status is granted subject to certain conditions:

-         no business may be transacted with residents in the Bahamas;

-         no ownership interest in real property in the Bahamas is permitted, (property may be leased for office use only);

-         Banking, insurance or re-insurance business is not permitted;

-         Engaging in the business of company management or providing registered facilities for Bahamian incorporated companies is not permitted.

5

Taxation

In the Bahamas there is no income or corporation tax, no capital gains tax, no VAT or sales tax, and no withholding tax.

There is stamp duty and there are some property taxes.

The term 'offshore' is not used in Bahamian legislation or in describing company forms. Abstaining from local trading activity is the key factor which allows use of the various 'offshore' corporate forms, and ensures long term exemption from taxation and some or all of stamp duty, exchange controls and business licensing requirements.

6

The period of registration

Within 24 hours

7

The possibility to purchase a shelf company

Yes

8

The name of the Company

Should not be identical or similar to any existing one. The name should contain the words: “Limited”, “Corporation”, “Incorporated”, “Societe Anonyme”, “Sociedad Anonima”, “Gesellschaft mit beschränkter Haftung” or the abbreviations “Ltd.”, “Corp.”, “Inc.”, “GmbH”, “S.A”.

The words: “Assurance”, “Bank”, “Building Society”, “Chamber of Commerce”, “Chartered”, “Cooperative”, “Imperial”, “Insurance”, “Municipal”, “Royal”, “Trust Company”, “Trustee Company” or other words and word combinations having the same meaning may not be used in the name of an IBC.

9

The documents required for the registration

The Registered Agent has to provide the following information:

- principal place of business activity of the Company, principal business directions

- address, phone, fax and e-mail of the beneficial owner;

- 2 references informing about the beneficial owner’s reputation and financial situation and the same for each shareholder, director or/ and attorney. The documents should be in English, in the case they are not, the translation should be notarized and apostilled. It is necessary provide the above documents before the registration.

The Registered Agent of your Company is obliged to keep information about each client including name, surname and address of the beneficial owners of International Business Companies, registered and acting in accordance with International Business Companies Act Commonwealth of Bahamas.

 

10

Who signs the incorporation documents?

At least two subscribers whose function is only to sign the incorporation documents and appoint the first Director

11

The share capital of the Company

The share capital of the company is authorized, there is no requirement of obligatory payment and minimum and maximum size

12

The recommended share capital

USD 50,000 divided into 50,000 shares with the par value of USD 1.

13

Shares

The registered shares are permitted. Starting from 29 December 2000 the issue of bearer shares is not permitted any more. Existing companies that have bearer shares must within 180 days recall, cancel, and replace these shares with registered shares. Any shares not recalled, cancelled, and duly replaced will become null and void.

14

Shareholders:

- minimum number

- nominee shareholders

- trust ownership of shares

 

- a single private individual or legal entity

- permitted

- permitted

15

Whether the law provides non-disclosure of the information:

- on the beneficial owner of the Company

- on banking operations

 

 

- The in formation about beneficial owner must be kept in registered office and it may be available upon request.

- Yes

16

Requirements on amending of registration documents

Amending of registration documents to comply with IBC Act 2000 is not required

17

Directors:

- minimum number

 

- ethnic origin and nationality

- status

 

- A single private individual or legal entities

- No requirements

- All rights except those within the exclusive competence of the shareholders (determined by the memorandum, Articles of Association and/or the law)

18

The existence in the territory of the Bahamas of:

- registered office

- registered agent

 

 

Obligatory

Obligatory

19

Holding of shareholders/ directors meeting

No requirements

20

The requirement of:

-  the accounting

-  preparing the annual report

- submission of the auditors’ opinion

 

None

None

None

21

The information available upon request of any third parties

Memorandum of incorporation, Articles of Association, the name of the registered agent and registered office. Information provided to registered agent is confidential and should not be disclosed to government bodies and cannot be divulged to any third parties, except the Court requirements.

22

Documents kept in the registration office

The register of shareholders and directors, the imprint of the seal, the shares register.

23

Double taxation avoidance treaties

None

24

Currency control

The Bahamas have exchange controls, applying to resident individuals and companies, who need consent from the Central Bank to conduct operations in foreign currencies.

Likewise, non-resident or offshore companies, who are free to deal in foreign currencies, require Central Bank consent to deal in Bahamian dollars. Non-resident companies are foreign companies or Bahamas companies with foreign owners, not conducting business activities in Bahamas.