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Company Formation Belize

Create an Offshore Company in Belize

Updated on Thursday 19th January 2017

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The offshore companies in Belize, known as the International Business Companies, must obey the regulation of the Belize International Companies Act, firstly adopted in 1990 then amended in 2000.

An international business company is specially created to perform international business activities. Its main advantages are that it has no taxes, doesn’t need to report any information regarding the commercial activities or the statement of account and also the confidentiality is assured.

Because of the high efficient computerized system of the Company Registry of Belize, the incorporation of an international business company doesn’t take longer than a few hours, unlike other jurisdictions where the process may take weeks.

The Belize International Companies Act is stipulating the fact that an offshore company’s profits and incomes are not subject to taxation if it follows some basic regulations.

For example, an international business company cannot be shareholder in a local limited liability company. It cannot have commercial activities with the local companies. It also cannot perform certain activities like: banking, insurance or reinsurance, carry on trusts business, carry on collective investment schemes without having a specific license.

An international business company opened in Belize cannot provide registered office for another IBC. It cannot own any interest in real property from Belize; it may have only a lease of property for office purposes.

The only taxes that an IBC registered in Belize must pay are the annual fee (decided according to the authorized capital) and the license fees for the activities that require one.

There are no reporting obligations; the accounts of the company created in Belize may be kept by the company’s manager for informal reasons.

An international business company opened in Belize must be formed by at least one shareholder. The management is assured by the director of the company. The single shareholder may also have the position of manager. There is no need to have a Belize resident as manager, unlike other offshore opened around the world. The manager may appoint an agent that has the role of representing the company. His liabilities are although limited, for example it cannot take decisions like appointing managers, liquidation or the merger of the company.

The general meetings of the company are not mandatory to be held in Belize.

The name of the company must be registered at the Registrar of the Companies and cannot be similar or identical with the name of other companies in Belize. Also, it cannot contain the words: ‘’banking’’, “insurance” or “reinsurance” unless the company has the license for practicing these activities.

The incorporation of an IBC in Belize is made based on the Memorandum of Association which contains information regarding the name and the address of the company, the type of business that will be performed,  the name and the address of the representative agent, details regarding the authorized capital and the shares.

The offshore company opened in Belize must register the Memorandum of Association and the Articles of Incorporation to the Companies Registrar. As a result, a certificate of incorporation is issued.

Any amendments suffered by the Memorandum must be voted by the company’s members and the Registrar must be notified immediately.

The liquidation of such a company comes after a resolution of the general meeting of the members.

A liquidator is appointed to carry on the process. He must identify the company’s assets, the creditors, pay the claims and distribute all the remaining assets to the company’s members. In the end, the liquidator must prepare a statement regarding his activity as liquidator.

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