 FORMATION OF COMPANIES IN OTHER JURISDICTIONS
NEVIS CORPORATIONS
Introduction
Longitude and is located in the Leeward Islands approximately
2,000 km southeast of Miami. Mount Nevis lies in the centre of the
92 sq km Island and towers 985 metres. Columbus sighted and named
the Island on his second voyage in 1493. The climate is nearly perfect
and the variation in altitude and soil conditions creates a natural
garden of tropical vegetation ranging from rain to near desert.
Corporate features
| GENERAL |
| Type of Company |
NBCO |
| Political Stability |
Good |
| Common or Civil Law |
Common |
| Disclosure of Beneficial Owner |
No |
| Migration of Domicile Permitted |
Yes |
| Tax on Offshore Profits |
Nil |
| Language of Name |
Latin Alphabet |
| CORPORATE REQUIREMENTS |
| Minimum Number of Shareholders |
One |
| Minimum Number of Directors |
One |
| Bearer Shares Allowed |
Yes |
| Corporate Directors Permitted |
Yes |
| Company Secretary Required |
Yes |
| Standard Authorised Share Capital |
US$ 100,000 |
| LOCAL REQUIREMENTS |
| Registered Office/Agent |
Agent only |
| Company Secretary |
No |
| Local Directors |
No |
| Local Meetings |
No |
| Government Register of Directors |
No |
| Government Register of Shareholders |
No |
| ANNUAL REQUIREMENTS |
| Annual Return |
No |
| Submit Accounts |
No |
| RECURRING GOVERNMENT COSTS |
| Minimum Annual Tax/Licence Fee |
US$ 200 |
| Annual Return Filing Fee |
N/A |
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Advantages
Total tax exemption provided by law for NBCO companies. Legislation
based on US Delaware Law with English conventions permitted.
Disadvantages
Proof of beneficial ownership or management is difficult for lack
of public disclosure requirement however law does provide for the
voluntary disclosure of information.
Company law
Common law based on English Common Law. Nevis Business Corporation
Ordinance in 1984.
COMPANY FORMATION
Type of company for international trade and investment
Offshore Exempt Company (NBCO).
Procedure to incorporate
By submission of the Articles of Incorporation to the Registrar
of Companies, together with the appropriate fee.
Restrictions on trading
A Nevis company incorporated under the Business Corporation Ordinance
1984 may not trade within Nevis, or own real estate there. A company
incorporated under the said Act may not engage in the business of
banking, insurance, assurance, reinsurance, fund management, collective
investment schemes or any other activity that would suggest an association
with the banking or Insurance industries.
Powers of company
A company incorporated in Nevis has the same powers as a natural
person.
Language of legislation and corporate documents:
English.
Name approval required: Yes.
Shelf companies available: Yes.
Time to incorporate
Two days, but allow five days for delivery of documentation.
Name restrictions
Any name that is identical to or similar to an existing company.
Any name that in the opinion of the Registrar is undesirable or
suggests an illegal activity or any name that may imply government
patronage.
Language of name
May be in any language that uses the Latin alphabet. The Registrar
may request an English translation if a foreign language name is
used.
Names requiring consent or licence
Bank, building society, savings, loans, insurance, assurance, reinsurance,
fund management, investment fund, municipal, Chamber of Commerce,
university or their foreign language equivalent.
Suffixes to denote limited liability
Limited, Company, Corporation, Incorporated, Sociedad Anonima, Gesellschaft
mit beshrdnkter Haftung or their abbreviations.
Disclosure of beneficial ownership to authorities:
None.
SHARE CAPITAL, TAXATION, LICENCE FEES AND
COMPLIANCE MATTERS
Authorised and issued share capital
Normally the authorised share capital is either 1,000 no par value
shares or US$ 100,000 par value shares. The minimum issued capital
is one share of no par value or one share of par value.
Classes of shares permitted
Registered shares, bearer shares, preference shares, redeemable
shares and shares with or without par value.
Bearer shares permitted: Yes.
Taxation
A Nevis offshore exempt company is exempt from local taxation.
License fees
There is an annual registration fee of US$ 200 payable to the Minister
of Finance.
Double taxation agreements
Although Nevis does have double tax agreements, a company incorporated
under the Nevis Business Corporation Ordinance 1984 cannot obtain
any treaty relief through them.
Financial statement requirements
Whilst there is no requirement to submit or file audited financial
statements, a Nevis company is required to maintain financial records
to reflect the financial position of the company.
STRUCTURE OF MANAGEMENT
Directors:
The minimum number of directors is three if the number of shareholders
is three. If fewer than three, the number of directors may be equal
to the number of shareholders. The directors may be natural persons
or bodies corporate and may be of any nationality and need not be
residents of Nevis.
Company secretary
A Nevis exempt company must appoint a company secretary, who may
be a natural person or a body corporate may be of any nationality
and need not be resident in Nevis.
Shareholders
The minimum number of shareholders is one.
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