Moore Stephens Offshore Companies

LEGAL BACKGROUND

Gibraltar’s legal system is based on English Common and Statute Law, with variations introduced by local Acts. As an associate member of the European Union it also implements EU directives, including those in the area of financial services.

All companies registered in Gibraltar are governed by the Companies Act 1930 which is based on the United Kingdom Companies Act 1929 and has subsequently been updated through later Acts. The law allows for the formation of companies with both limited and unlimited liability, private and public status and for the registration of branches of companies incorporated outside Gibraltar.

Gibraltar companies must have a minimum of one shareholder who may be corporate or individual. Details of shareholders appear on the public file but anonymity can be preserved by the use of nominee shareholders.

Gibraltar companies must have a minimum of one director who may be corporate or individual. Details of the directors appear on the public file.

An annual return must be filed each year showing details of shareholders and directors.

Companies can normally be incorporated within two days but on payment of a premium the incorporation time can be reduced to twenty-four hours. Ready-made companies are available for immediate purchase.

The company must maintain a registered office address within Gibraltar, and in certain circumstances, a Gibraltar resident company secretary has to be appointed.

Accounts have to be filed annually. In most circumstances, abridged accounts can be filed and the rules are the same to the United Kingdom.

When using nominee services, details of the beneficial owners of Gibraltar companies do not have to be revealed.

Legislation has been introduced to enable companies to take advantage of EU Directive 90/435 known as the Parent-Subsidiary Directive concerned with the exemption from withholding tax of dividends paid by subsidiary companies to parent companies when both companies are within the European Union. Similarly, interest and royalties can be paid between Member State companies without the imposition of withholding tax.

Subject to the territorial basis of taxation only income accrued in or deriving from Gibraltar is taxable. There is no tax on investment income even if this arises in Gibraltar. There are no capital gains or inheritance taxes.

Investment and property holding: the beneficial owner may be able to avoid capital and inheritance taxes otherwise payable if such investments were held directly.
Trading: companies may be operated for many commercial purposes in a tax exempt environment.
Invoicing: the invoicing of services by a Gibraltar company to another in a different country may enable the Gibraltar company to retain a proportion of the profits, tax free, for the services it renders.
Employment: individuals subject to high personal taxation who earn income outside their country of residence, may contract their services to a tax exempt Gibraltar company.
Intellectual property rights: trade marks, patents, royalties and other rights can be held by a tax exempt Gibraltar company which can profit from leasing them.

Moore Stephens Limited can incorporate and administer companies incorporated in most other jurisdictions.

First Rock Trustees Limited is licensed by the Gibraltar Financial Services Commission to provide company, ordinary trust and asset protection trust management services.

We believe the information to be correct at the time of going to press but we cannot accept responsibility as a result of acting or refraining from acting as a result of any item herein.