Anguilla Offshore Company Formation

Legal form:

The Anguilla International Business Companies Ordinance 1994 as amended is a principal legislation governing offshore business in Anguilla. Anguilla laws allow for the following categories of business ownership: Private Limited Companies, Limited Liability Partnership, Sole Proprietor, Public Companies, Trusts. The most popular form used by international investors for registering Anguilla IBC is private limited company. An Anguilla IBC is restricted from conducting business with persons resident on Anguilla, conducting banking or trust business, conducting insurance or reinsurance business, or conducting the business of providing company management services. On Anguilla, an IBC may maintain bank accounts, retain professional advisors carrying on business within Anguilla, maintain corporate records, hold meetings and lease office space.

Name of the company:

Anguilla companies' names must end with one of the following words, or their relevant abbreviations – Limited, Corporation, Incorporated, Societe Anonyme, Sociedad Anonima. The following names to be used, require licensing: Bank, Insurance, Assurance, Re-Insurance, Trust, Trustee, Savings, Royal, Asset management, Fund Management, Investment Fund, Building Society, Municipal, Chartered. Names denoting any connection to local, state or national Governments are generally prohibited.

Memorandum and Articles of Association:

A company is incorporated in Anguilla by application made to the Registrar of Companies. Memorandum and Articles of Association must be lodged with the Registrar. Memorandum specifies the activities in which the company may engage and Articles of Association specify the rules governing the internal management of the company. On line Anguilla company formation is available to approved sub-agents to provide instant incorporation.

Shareholders:
A minimum of one shareholder is required which may be an individual or a body corporate. The details of company beneficial owners and shareholders are not part of the public records. Shareholders may reissue and reacquire their own shares.

The share capital: 

There is no specific minimum capital requirement. The standard authorized share capital is US$ 50,000. The minimum issued capital may be one share of no par value or one share of par value. Issued shares must be fully paid. Registered shares, bearer shares, shares of no par value, preference shares, redeemable shares and shares with or without voting rights are permitted.

Directors of the company: Anguilla IBC requires a minimum of one director and corporate directors are permitted. Details of the directors do not appear on the public file. There is no requirement to have resident directors.

Registered office and local agent/secretary: Anguilla companies must maintain a registered office and registered agent who may be corporate body or individual resident in Anguilla. Copies of the Articles of Association, Memorandum of Association, and Certificate of Incorporation must be kept at the Registered Office. A copy of the Register of Directors must also be kept at the Registered Office of the IBC. The Register is not available to the public.

Taxation: Anguilla is a pure tax haven and has no direct taxation in the form of income tax, capital gains tax, gift tax or inheritance tax.

Audit and financial returns: Whilst there is no requirement to file audited accounts or annual returns with the authorities, a company is required to keep financial records, which should reflect the financial position of a company.

Meetings: The directors and the shareholders meetings need not be held in Anguilla; also there is no requirement for an Annual General Meeting. All meetings may be held outside Anguilla, by telephone or other electronic means. Alternatively, directors and shareholders may vote by proxy.