Your
turn key ISLE OF MAN Company.
Advent UK creates your Company in Isle of Man, for you wherever you
are resident.
COUNTRY:
Isle of Man.
Isle of Man Offshore Company
Law Tax Company - The
term 'offshore' is not used in Isle of Man legislation or in describing
company forms. Non-residence is the key criterion for obtaining offshore
tax treatment. The main forms useful for offshore operations in Isle
of Man are the exempt company, the International Company, and non-resident
company.
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SOME
LEGAL EXPLANATIONS:
Legal
form:
A duly incorporated limited liability company constitutes a separate
legal entity and may sue and can be sued in its own name. Limited Liability
Company may take the form of a private company either limited by shares
or by guarantee of its members or public company. By far the most usual
form that businessmen and/or corporations prefer is the private company
limited by shares.
Name
of the company:
Isle of Man companies must use the suffix Limited or Ltd. to denote
limited liability and can use any name unless it includes words such
as Empire, Crown, Imperial, Windsor, Royal, Assurance, Bank, Building
Society or any other words deemed sensitive or offensive. Special consent
is required for names such as European or International.
Memorandum
and Articles of Association: A company is incorporated in the Isle
of Man by application made to the Registrar of Companies. Memorandum
and Articles of Association, statement of location of Registered Office
and details of the first directors and shareholders must be lodged with
the Registrar. Memorandum specifies the activities in which the company
may engage and Articles of Association specifies the rules governing
the internal management of the company.
Shareholders:
A minimum of one shareholder is required which may be an individual
or a corporate body. Details of the shareholders must be filed and appear
on the public file, but anonymity can be preserved by the use of nominee
shareholders. Exempt companies may have bearer shares, but they cannot
be allotted directly to bearer. They have to be allotted in registered
form, and then transferred. It is a requirement of Isle of Man legislation
that the Register of Members must state the name and residential address
of the holder of bearer warrants.
The
share capital: There is no specific minimum capital requirement.
Share capital in usually GBP2,000, this being the maximum for the minimum
capital duty payable upon incorporation. The minimum issued capital
is one share of par value.
Directors
of the company: Isle of Man company requires a minimum of two directors
and corporate directors are not permitted. The full name, nationality,
residential address and occupation together with copy of the passport
are required. Details of the directors appear on the public file but
anonymity can be preserved by the use of nominee directors. There is
no requirement to have resident directors. It is important to note that
most companies would have local resident directors to ensure and clearly
demonstrate that the control and management of the company takes place
in the Isle of Man. Exempt and International companies require one of
the directors to be Manx resident and a professionally qualified local
secretary.
Registered
office and secretary: Every company, registered in Isle of Man is
required to have a registered office and address in Isle of Man, which
should be notified to the Registry. Isle of Man registered companies
must also have secretary, who can be corporate or individual.
Non-resident
status: Non-resident limited liability companies (and foreign branches
with non-resident status) are liable to an annual duty of 830 pounds,
payable to the Registrar of Companies along with the annual return.
They are exempt from income tax on foreign-derived income, but pay Isle
of Man higher-rate income tax (18%) on any local income.
Exempt
status: The Income Tax (Exempt Companies) Act 1984 (as amended)
provides exemption from Income Tax to a private company which is owned
by non-residents, does not engage in any activity on the island (with
minor exceptions), and has no source of income in the Isle of Man other
than income from money invested with the Isle of Man Government or from
banks licensed by the Treasury. Exempt duty 475 pounds due 30 June,
Late payment after this date is 1260 pounds due 30 Sept. If unpaid by
1 Oct the company becomes chargeable to Isle of Man tax at 18%.
International
companies: International Company is similar to the exempt company
in its structure, but is taxed differently. It is assessed to tax at
a rate between 1% and 35% upon negotiation with the Assessor of Income
Tax with the minimum tax being no less than 1200 pounds. The intention
is to help companies, particularly investment companies, conform to
minimum tax requirements imposed by other jurisdictions. International
company duty 1200 pounds due 30 June, late payment penalty 1200 pounds
due 30 Sept, if paid after, late payment penalty 2400 pounds is due.
Annual return due on anniversary of incorporation, fee of 60 pounds,
late filing penalty increases to maximum of 200 pounds. Non-resident
duty 1000 pounds paid with filing of annual return. (Not available to
new companies)
Taxation:
With effect from 6th April 2006, the Island has introduced a 0% company
tax rate for the vast majority of companies - banks and companies having
income from local land or property will still pay tax at rates of 10
to 18% respectively. Companies who have previously had exempt, international
or non-resident status will have those special tax statuses withdrawn
over the first year of the 0% tax regime. There will be a corporate
charge introduced from 6th April 2006 of 250 pounds per company, which
amount can be offset against any tax due.
Audit
and financial returns: All Isle of Man registered companies must
file annual returns showing details of shareholders and directors. There
is no requirement to file accounts with the registrar, but all companies
do need to produce accounts to tax authorities.
Meetings:
Company meetings need not be held in Isle of Man.
Time
needed for formation: Usually it is 10 working day, but we need
up to 30 working days for legalization of the documents and delivery
by courier.
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