| WHY GO OFFSHORE: WHAT TO YOU GET WITH REGISTRATION
Documents and certificates
The following documents are produced in connection with a typical
company's formation and administration
- Memorandum and Articles of Association
- Corporate certificates
- Share certificates
- Seal or Stamp
- Registers
- Minutes
- Opening bank accounts for Company and Owners
Memorandum and Articles of Association
The primary document setting out the regulations and law pertaining
to the company and the rules and structure under which the company
will operate. Several sets are normally printed and these will be
required for the registry and for each bank account opened.
Corporate certificates
Any certificates issued by the authorities of offshore jurisdictions
are given to you in your registration package. Certificates may
include the Certificate of Registration, the Certificate of Directors
and Secretary, the Certificate of Registered Office Address and
the Certificate of Shareholders.
Share certificates
Ownership of the company is through shares. Certificates are issued
to represent one or more shares and are held by the shareholder.
Shares may be in registered or bearer form, depending on the jurisdiction.
The ownership and subsequent transfer of registered certificates
is recorded in the books of the company. Bearer shares are freely
transferable like banknotes. Where nominee shareholders are used,
they will hold the shares.
Seal
The seal is a device for marking papers with an embossed imprint
of the company name, usually in circular format. It constitutes
the signature of the company, which is a person in law. Its use
is normally attested by one or more directors.
Registers
It is a statutory requirement of most jurisdictions that a register
of members is maintained at the registered office. Other registers
may be maintained including registers of directors, secretaries,
mortgages and charges, directors' interests, etc., etc. The company
secretary who may be provided by Kyriakides, Savvides & Associates,
will normally maintain these.
Minutes
Minutes of the proceedings of the company's shareholders and board
of directors have to be maintained. These will normally be maintained
by the company secretary which is a role often filled by Kyriakides,
Savvides & Associates.
Kyriakides, Savvides & Associates will provide as part of its
incorporation package a set or memorandum and articles of association,
a seal, a set of share certificates, a combined register containing
all the records required by the jurisdiction including a minute
book. Where Kyriakides, Savvides & Associates provides the company
secretary, it will retain these books. Where the client or his professional
advisor fulfil this function, the documents will be held by them.
Opening bank accounts
The company will normally need a bank account to handle its financial
transactions and this should, of course, be offshore. It does not,
though, have to be in the same location as the company itself. We
normally open bank accounts in Cyprus where we have close relationships
with most of the banks and can control the client's affairs better,
however other locations may also be chosen. You must take into account
that banking arrangements in some of the offshore centres are often
very inefficient.
Please note that the registration fees of Cyprus companies include
the opening of bank accounts in Cyprus for the company and the owners.
Opening bank accounts for other jurisdictions is not included in
the registration price.
The bank will need to exercise due diligence as we do. Some of
the documentation required is the same as that required by Kyriakides,
Savvides & Associates, but it is usually necessary to provide
a legalised copy of a passport to prove identity together with a
recent utility bill to prove residence.
We arrange for the opening of bank accounts for both the offshore
company and the owners of the offshore company. We may also arrange
for VISA cards if it is requested by clients |
