Offshore Company Formation FAQs

Can I remain anonymous when buying an offshore company?

Strictly speaking, no: we have to know our clients. There are legal requirements for all company agents to identify their customers and keep their identity documents on file (the so called KYC, or Know Your Customer requirements). Clients who would like to stay anonymous on public file, are usually recommended to use the Nominee director/shareholder services, however, the latest changes in legislation of many offshore territories show a clear tendency to become more open and straightforward. It is an obvious trend that the business environment will become more and more transparent.

I bought an offshore company from another agent – can I switch it to IBC?

Yes, absolutely. Please contact us to describe your situation so that we could help you further. We will need to review all of your company documents.

I would like to change a jurisdiction for my company, is that possible?

Yes, this is a normally accepted practice, provided that redomiciliation (jurisdiction change) is legally permitted in both countries, the original jurisdiction of your company and the one you intend to redomicile it to.

Can I change the Director/s of my offshore company?

Yes, Director change is a commonly used way to restructure a company. We will help you with all formalities as much and as quickly as possible.

What is a Nominee Shareholder or Nominee Director, and why should I use them?

A nominee Shareholder or Director is a third party who allows his/her name to be used in place of the real or beneficial owner and director of the company. The nominee is advised particularly in those jurisdictions where the names of the officers are part of a public record. The name of the nominee will appear and ensure the privacy of the beneficial owner. More detail is available on request.

What is a Beneficial owner?

Beneficial owner is the true owner of a company. It is one who ultimately controls and manages the affairs of a company, and receives the profits.

What are the Power of Attorney and the Declaration of Trust used for?

When a nominee Director is used, it is not intended that he actively participates in the management of the company. The Power of Attorney signed by the nominee, to the person expected to manage the company, provides the authority for him to do so.

The Declaration of Trust is the document which declares that the nominee shareholder holds the shares in trust for the beneficial owner, and that he cannot vote or use the shares except with the express permission of the beneficial owner.

What is a Certificate of Good Standing?

This Certificate is issued by the Company Registry to verify that a company or a corporation actually exists, has paid all its statutory dues, has met all filing requirements and, therefore, is authorized to transact business.

What documents will you require to incorporate an offshore company?

Each jurisdiction has their own regulations but usually, we require passport copies of the company’s beneficial owner and company authorized person, as well as the proof of their residential address (address stamp in domestic passport or copy of a utility bill less than three months old).

How long will it take for the offshore company to be incorporated?

Timeframes vary depending on jurisdiction. After the required documents and payment have been received, incorporation in BVI and Cyprus takes just 2-3 working days; in Belize, Gibraltar, Marshall Islands and Seychelles it is about 5-7 working days, while New Zealand and United Kingdom – between 7 and 12 working days.

Why would I need my offshore company documents certified by Apostille?

This certification is necessary to formally enable the usage of the corporate documents worldwide. Documents issued and notarized in one country are generally acceptable only locally. To make an official document legally acceptable abroad, the second-tier certification – the Apostille – must be obtained. Without Apostille there will be little use of the documents of an offshore company, as soon as they are outside its country of incorporation.

I have purchased an offshore company and never used it – can I return it and get a refund?

No. There is no way we can make sure the company has not been involved in any dealings or obligations. We absolutely cannot buy back or re-sell any companies once they have been transferred onto a client. However, you may re-sell the offshore company privately. In such case we will gladly help with whatever changes are necessary to formally complete the transfer of ownership.

What documents will I get to ensure my full control over the company and to enable me to resign any officers or agents if I want to?

Apart from the Trust Declarations from the nominee shareholder, you can get a similar undertaking from the director. As an alternative, the director can issue an undated resignation letter, which can be executed by the client at any time, thus removing the director from office with immediate or past effect. Finally, if specifically required by the circumstances, a detailed and specific Company Management Services contract may be drafted and signed.

When do I pay the company annual renewal (maintenance) fee?

Maintenance fees are paid every year after the first year of incorporation. In Cyprus, Gibraltar, Marshall Islands, New Zealand, Seychelles and UK, it is paid on the anniversary of the date of incorporation. In Belize, BVI and Panama it is payable on January 1st or if incorporated in the second half of the year it is payable on the 1st of July.

USA companies’ renewal dates vary depending on a state; please contact us for more information.

What happens if I don’t pay the annual renewal fees?

Non-payment of annual renewal fees will make the offshore company lose its status of good standing. The company will also incur severe late penalties and legal consequences. At any time after the due-date of the Government fees, the Registrar of Companies is entitled to strike-off the company from the Registry for non-payment of fees.

A struck-off company may not legally continue to trade or enter into any new transactions whatsoever, and its directors, shareholders, managers and owners may not enter into any transactions with the assets of the Company. Essentially, striking-off an offshore company means that all its assets and funds are legally frozen until the company is restored in good standing - or until it’s legally dissolved.

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