Going Offshore - Crowe Horwath International
Going Offshore - Crowe Horwath International
Going Offshore - Crowe Horwath International
Create successful ePaper yourself
Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
GOING<br />
OFFSHORE<br />
Audit | Tax | Advisory | Risk<br />
www.crowehorwath.ae
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
CONTACTS<br />
Dubai Headquarters<br />
<strong>Horwath</strong> Mak<br />
Level 21, The Prism<br />
Business Bay, Sheikh Zayed Road<br />
Mailing Address<br />
P.O. Box: 6747, Dubai, UAE<br />
T: +971 4 447 3951<br />
F: +971 4 447 3961<br />
Contact Person<br />
Zayd Maniar<br />
E: zayd.maniar@crowehorwath.ae<br />
Audit | Tax | Advisory | Risk<br />
www.crowehorwath.ae
GOING<br />
OFFSHORE
DISCLAIMER<br />
All information presented in GOING OFFSHORE, is from government and other public sources available as of<br />
September 2012. While efforts have been made to avoid errors or omissions in this publication, any mistake, error<br />
or discrepancy noted may be brought to the notice of our office. Detailed advice should be obtained before taking<br />
action, or refraining from taking action, as a result of information contained in this publication, as CROWE HORWATH<br />
INTERNATIONAL, its UAE Office, Overseas Offices or Ancillary Offices will not be responsible for any damage or loss<br />
of action to anyone, of any kind, in any manner therefrom. It is therefore strongly recommended that potential investor<br />
contact CROWE HORWATH or any of its Offices to obtain the most recent information and professional advice related<br />
to establishing entities in desired jurisdiction.<br />
Dr. Khalid Maniar<br />
Founder & Group Managing Partner<br />
khalid.maniar@crowehorwath.ae
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
FOREWORD<br />
<strong>Going</strong> offshore has become both a strategic advantage and a competitive necessity. Small,<br />
medium and large business houses use offshore companies for various reasons like special<br />
purpose vehicles, tax planning, trusts, etc. This is the third edition of our publication of <strong>Going</strong><br />
<strong>Offshore</strong> in view of the popular demand. <strong>Offshore</strong> companies have grown in popularity over<br />
the years despite the fact that almost all offshore jurisdictions are very well regulated. One<br />
of the first thoughts that come to mind when the phrase offshore investing is mentioned to<br />
an individual is tax planning. Tax exemption or a significant tax reduction and preferential<br />
exchange regime are the main features of the countries with special legislation that allows<br />
you to perform offshore business by registering a company. An offshore company is a<br />
unique tool in performing complicated tasks.<br />
Nowadays, a wide spectrum of offshore services satisfying various business needs has<br />
been developed. The offshore industry has turned into a global business, and reached all<br />
corners of the world, covering about a half of the world’s financial transactions.<br />
If you wish to avoid unfairly high taxes on legal grounds - you are in the right place. In a<br />
global economy, you need global expertise. By means of this book, we have tried to provide<br />
the fundamental details of more than 30 offshore jurisdictions and describe benefits of<br />
offshore jurisdictions and potential advantages of offshore companies. Though is highly<br />
recommended that you seek professional advice before you make a decision on formation<br />
or running of any offshore company. The author can be contacted on atik.munshi@<br />
crowehorwath.ae for further clarification.<br />
Experience has taught that you can skirt the law of the land and lose, or you can make it<br />
work for you and win. That is why we heartily recommend that you seek the counsel of<br />
the appropriate professional to make absolutely certain you are on the right track. Use the<br />
available systems to the best of your advantage and you are sure to be a winner.<br />
Atik Munshi<br />
Partner<br />
<strong>Horwath</strong> Mak<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak v
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
INDEX<br />
1. ANGUILLA 2<br />
2. ANTIGUA 4<br />
3. BARBADOS 6<br />
4. BELIZE 8<br />
5. BERMUDA 10<br />
6. BRITISH VIRGIN ISLANDS 12<br />
7. CAYMAN ISLANDS 14<br />
8. COOK ISLANDS 16<br />
9. COSTA RICA 18<br />
10. CYPRUS 20<br />
11. GIBRALTAR 22<br />
12. GUERNSEY 24<br />
13. HONG KONG 26<br />
14. HUNGARY 28<br />
15. IRELAND 30<br />
16. ISLE OF MAN 32<br />
17. JEBEL ALI FREE ZONE 34<br />
18. LABUAN 36<br />
19. LIBERIA 38<br />
20. LIECHTENSTEIN 40<br />
21. LUXEMBOURG 42<br />
22. MADEIRA 44<br />
23. MARSHALL ISLANDS 46<br />
24. NEVIS 48<br />
25. PANAMA 50<br />
26. RAS AL KHAIMAH 52<br />
27. RAS AL KHAIMAH INVESTMENT AUTHORITY 54<br />
28. SAMOA 56<br />
29. SEYCHELLES 58<br />
30. ST. VINCENT & THE GRENADINES 60<br />
31. SWITZERLAND 62<br />
32. TURKS & CAICOS 64<br />
33. URUGUAY 66<br />
34. VANUATU 68<br />
CONTACTS 70<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 1
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
1. ANGUILLA<br />
Geography, Location & General Information<br />
Located in the Caribbean Sea, East of Puerto Rico, Anguilla was colonized by English settlers<br />
from St. Kitts in 1650. It was administered by Great Britain until the early 19th Century. After<br />
several attempts at separation, the country was allowed to secede in 1971 and this was<br />
formally recognized in 1980, with Anguilla becoming a separate British dependency.<br />
Language<br />
English is the official language of the Island.<br />
Legal System<br />
The law of Anguilla is based on the English Common Law.<br />
Registered Office<br />
It is required to have the Registered Office in Anguilla and it is necessary to have a<br />
Registered Agent. Only the Memorandum of Association, details of the Registered office<br />
and the Registered Agent are available to the public. There are no accounts required to be<br />
filed. There are no restrictions as to the place of meetings. No annual returns are required<br />
to be filed.<br />
Special Features<br />
• No disclosure of beneficial owners<br />
• Zero Taxation<br />
• Fast Incorporation - 24 hour online service<br />
• No Foreign Exchange Controls<br />
• English Language & British Territory<br />
• Common Law System<br />
• <strong>International</strong> Business Company Status<br />
Audit | Tax | Advisory | Risk<br />
2<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS ANGUILLA<br />
1 Types of company: (a) Type of company preferred for international transactions:<br />
<strong>International</strong> Business Companies; Anguillan private and public<br />
companies incorporated under the Companies Act allowing<br />
companies to operate both onshore and offshore; Limited Liability<br />
Companies (LLCs); Limited Partnership (LPs); and Foundations.<br />
(b) Shareless companies: Under the Companies Act, companies<br />
limited by guarantee and companies limited by both shares and<br />
guarantee (hybrid companies) can be formed.<br />
2 Capital requirements: There are no minimum or maximum capital requirements.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
Local Company (COC) (onshore or offshore) USD 300 Limited<br />
Partnership (LP) USD 250<br />
<strong>International</strong> Business<br />
Company (IBC) USD 250 Foundation Continuance USD<br />
250 Limited Liability Company (LLC) USD 250<br />
Foundation Registration or Deposit USD 500 (Fees quoted are<br />
for electronic incorporations)<br />
From USD 250 to USD 500<br />
Anguilla is a zero tax jurisdiction and levis no corporate tax on<br />
either local or offshore companies.<br />
(a) The taxation of companies in 2 (a) See above.<br />
6 Minimum number of<br />
members:<br />
A minimum of one director is required for all companies - need not<br />
be local. There are no disclosure requirements for an <strong>International</strong><br />
Business Company.<br />
7 Directors and secretary: A minimum of one directos. Company secretary not mandatory.<br />
(a) Must there be a resident director/secretary? Directors and<br />
secretary need not be resident.<br />
(b) Are corporate directors allowed? Yes<br />
(c) Is a local registered agent required? For the company, yes.<br />
(d) Are "shadow" directors required to be registered? Not for IBCs.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 3
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
2. ANTIGUA<br />
Geography, Location & General Information<br />
Antigua is an island in the West Indies, in the Leeward Islands in the Caribbean region, the<br />
main island of the country of Antigua and Barbuda. Antigua means “ancient” in Spanish and<br />
was named by Christopher Columbus after an icon in Seville Cathedral, Santa Maria de la<br />
Antigua—St. Mary the Ancient. It is also known as Wadadli, from the original Amerindian<br />
inhabitants, and means approximately “our own”. The island’s circumference is roughly 87<br />
km (54 mi) and its area 281 km2 (108 sq mi). English Harbour on the south-eastern coast<br />
is famed for its protected shelter during violent storms. It is the site of a restored British<br />
colonial naval station called “Nelson’s Dockyard” after Captain Horatio Nelson. Today<br />
English Harbour and the neighbouring village of Falmouth are internationally famous as<br />
yachting and sailing destination and provisioning centre. During Antigua Sailing Week, at<br />
the end of April and beginning of May, the annual world-class regatta brings many sailing<br />
vessels and sailors to the island to play sports.<br />
Political Structure<br />
In 1967, with Barbuda and the tiny island of Redonda as dependencies, Antigua became<br />
an associated state of the Commonwealth, and in 1981 it was disassociated from Britain.<br />
The country was then led by what many describe as an elected family dynasty, with Vere<br />
C. Bird, the first prime minister, having been succeeded in 1993 by Lester B. Bird, his son,<br />
who retained the post until 2004.<br />
Audit | Tax | Advisory | Risk<br />
4<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS ANTIGUA<br />
1 Types of company: Local and IBCs.<br />
(a) Type of company preferred for international transactions: IBCs<br />
as trading and holding companies.<br />
(b) Shareless companies: Only available for domestic companies<br />
doing business in Antigua and Barbuda.<br />
2 Capital requirements: There are no minimum requirements for IBCs except for licensed<br />
institutions such as banks, trusts, insurance and gaming<br />
companies.<br />
3 Fees paid to authorities Domestic companies pay USD 85 and IBCs pay USD 300.<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
Domestic companies pay USD 75 and IBCs pay USD 300.<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
Domestic companies: 35%, IBCs: Zero.<br />
(a) The taxation of companies in 2(a): Zero.<br />
One director required for IBCs.<br />
7 Directors and secretary: One director who may also be the secretary.<br />
(a) Must there be a resident director/secretary? No<br />
(b) Are corporate directors allowed? Yes, and in the case of<br />
licensed IBCs all directors must be natural persons.<br />
(c) Is a local registered agent required? Yes, in the case of IBCs,<br />
Attorneys, Professionals and companies are required to be<br />
licensed under the Corporate Management and Trust Service<br />
Providers Act.<br />
(d) Are "shadow" directors required to be registered? All directors<br />
are required to be registered.<br />
8 Amount of fees payable USD 300 / USD 1,000 per annum for non-licensed IBCs.<br />
to appointee directors/<br />
secretary:<br />
9 Annual meetings: Annual directors/shareholders meeting are required.<br />
10 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Yes for all licensed IBCs and for local companies. Details of the<br />
directors are submitted to the Commission for approval before<br />
appointment. No change of director can be made without approval<br />
from the Commission.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 5
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
3. BARBADOS<br />
Geography, Location & General Information<br />
An island in the Caribbean, between the Caribbean Sea and the North Atlantic Ocean,<br />
northeast of Venezuela, it has a land area of 430 square kilometers. The island was<br />
uninhabited when first settled by Britain in 1627. The climate is mainly tropical with the<br />
rainy season between June to October.<br />
Political Systems<br />
The Political System is based on the Head of State British West minister model with<br />
HM Queen Elizabeth II being represented by a Governor General. Executive Authority is<br />
exercised by a cabinet headed by the Prime Minister, subject to approval of 21 Member<br />
Senate. The House of Assembly has 28 seats elected by direct popular vote to serve a Five<br />
year term.<br />
Barbados as an <strong>Offshore</strong> Centre<br />
Barbados first started operating as an <strong>Offshore</strong> Centre in 1965. In 1982, the legislation was<br />
updated with the introduction of Companies Act (based on Canadian Business Corporation)<br />
and again in 1991 with <strong>International</strong> Business Companies Act. With Wide range of business<br />
incentives, its low taxation and good professional infrastructure Barbados has gained a<br />
strong reputation as a flexible, reliable and technologically advanced centre.<br />
Features<br />
• Highly Flexible modern legislation<br />
• Minimum filing fees<br />
• Low start up & operating costs<br />
• Network of Double Taxation Treaties<br />
• Consent to acquire Real Estate<br />
• Low Tax rates<br />
Audit | Tax | Advisory | Risk<br />
6<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS BARBADOS<br />
1 Types of company: Domestic Company, <strong>International</strong> Business Company, Company<br />
providing international financial services, Exempt Insurance<br />
Company, Qualified Insurance Company, External Company.<br />
(a) Type of company preferred for international transactions:<br />
<strong>International</strong> Business Company (IBC).<br />
(b) Shareless companies: Non-Profit Companies and Segregated<br />
Cell Companies (SCC).<br />
2 Capital requirements: Minimum capital requirements: IBC - USD 1; An Exempt Insurance<br />
Company - USD 125,000; A Company licensed pursuant to the<br />
<strong>International</strong> Financial Services - for a company accepeting third<br />
party deposits - USD 2 million; for a company not accepting third<br />
party deposits - USD 500,000.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies<br />
6 Minimum number of<br />
members:<br />
For an IBC or an <strong>International</strong> Society with Restricted Liability<br />
(exempt society) the initial license fee of USD 425.<br />
The annual renewal fee for an IBC or an <strong>International</strong> Society with<br />
Restricted Liability Act (exempt society) is USD 425 payable to the<br />
Ministry of <strong>International</strong> Business and <strong>International</strong> Trade.<br />
(a) The taxation of companies in 2(a): <strong>International</strong> Business<br />
Company 1% - 2.5%, Domestic Company - 25%.<br />
One<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? No, a resident<br />
director or resident secretary is not mandatory. However, it is<br />
advisable that the secretary be resident.<br />
(b) Are corporate directors allowed? Yes<br />
(c) Is a local registered agent required? Yes, a local registered<br />
agent is required for a Society with Restricted Liability and an<br />
External Company.<br />
(d) Are "shadow" directors required to be registered? No, shadow<br />
directors are not registered but a shadow director will be listed as<br />
an alternate director in the company's records.<br />
8 Fees payable to<br />
USD 1,500 - USD 2,500 per year.<br />
appointee directors/<br />
secretary:<br />
9 Annual meetings: One annual general meeting per year is required and its location<br />
is subject to the bylaws. The first shareholder meeting must be<br />
held within 18 months of incorporation and subsequent to that, 15<br />
months thereafter. Director meetings may be held by telephone or<br />
in person if the bylaws provide for this.<br />
10 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Annual returns are filed with the name or names, addresses and<br />
occupations/titles of the directors.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 7
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
4. BELIZE<br />
Geography, location & General Information<br />
Belize (formerly British Honduras) is scenically beautiful, independent country located on<br />
the Caribbean seaboard of Central America. It has an area of approximately 22,960 sq.<br />
kms and is bounded by Mexico to the north and Guatemala to the west and south. The<br />
administrative capital is Belmopan, but the major commercial centre is Belize City, which is<br />
located on the eastern coast close to the major international airport.<br />
Language<br />
The official and spoken language is English although Spanish is widely spoken.<br />
Political Structure<br />
Belize has a long history of peace, stability and democracy. It became a British Crown<br />
Colony in 1862 and achieved complete self-rule in 1981. Belize is a member of the British<br />
Commonwealth, the United Nations and the Non-Aligned Movement.<br />
The political system is based on the head of State British Westminster model with HM<br />
Queen Elizabeth II being represented by a Belizean Governor General. Executive authority<br />
is exercised by the Cabinet under the leadership of the Prime Minister, subject to approval<br />
by a 29 member Senate with majority appointed on the recommendation of the Prime<br />
Minister. There are two main political parties. In the last election in September 1989 the<br />
government changed to the People’s United Democratic party after five years of rule by the<br />
United Democratic party. Both parties are committed to the economic development of the<br />
country and the encouragement of overseas investment.<br />
Summary<br />
The attractions of Belize as financial centre can be summarized as:-<br />
• Exemption from all forms of local taxation and exchange control<br />
• Competitive fees and charges<br />
• Branch Registry provisions<br />
• Public Investment Company provisions<br />
• New Open Shipping Register (the ‘Friendly Flag’)<br />
• New innovative Trust legislation<br />
• Zero taxation<br />
Audit | Tax | Advisory | Risk<br />
8<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS BELIZE<br />
1 Types of company: <strong>International</strong> Business Company (IBC); IBC registered as Limited<br />
Duration Company (LDC); Limited Liability by Guarantee (not for<br />
Profit Domestic Company or Association).<br />
(a) Type of company preferred for international transactions:<br />
IBCs. (b) Shareless companies: Domestic Company limited by<br />
Guarantee.<br />
2 Capital requirements: IBCs - no capital requirements except if the IBC is applying for a<br />
license with the <strong>International</strong> Financial Services Commission; IBCs<br />
registered as LDCs - no paid-up capital requirement.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
IBCs and LDCs - USD 100 with authorised capital of USD 50,000<br />
or less. USD 1,000 for authorised capital exceeding USD 50,000.<br />
IBC and LDC - USD 100 with authorised capital of USD 50,000 or<br />
less. USD 1,000 for authorised capital exceeding USD 50,000.<br />
(a) The taxation of companies in 2(a) None.<br />
IBCs and LDCs: a minimum of one member.<br />
7 Directors and secretary: IBCs and LDCs: a minimum of one director who may be an<br />
individual or a corporation. A company secretary is not mandatory.<br />
(a) Must there be a resident director/secretary? No<br />
(b) Are corporate directors allowed? Yes<br />
(c) Is a local registered agent required? IBCs and LDCs must have<br />
a registered office in Belize.<br />
(d) Are "shadow" directors required to be registered? There is no<br />
requirement to file directors and shareholders information.<br />
8 Amount of fees payable Approximately USD 300 depending on the Registered Agent.<br />
to appointee directors/<br />
secretary:<br />
9 Annual meetings: IBCs and LDCs may convene meetings of the members of the<br />
company at such times and in such manner and places within or<br />
outside Belize as they consider necessary or desirable.<br />
10 Is an annual return filed<br />
with details of directors<br />
and members?<br />
IBCs and LDCs: No<br />
Domestic companies: Yes, on the anniversary date of<br />
incorporation each year.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 9
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
5. BERMUDA<br />
Geography, Location & General Information<br />
A group of Islands in North America in the North Atlantic Ocean, east of North Carolina (US),<br />
Bermuda was settled in 1609 by the shipwrecked British Colonists headed for Virginia. It<br />
covers an area of 58.8 square kilometers. The climate is subtropical and has a very mild and<br />
humid weather, pleasant for fostering tourism.<br />
Language<br />
English is the official language though Portuguese is widely spoken.<br />
Political System<br />
The Political System is based on the British Westminster model with HM Queen Elizabeth II<br />
as the Chief of State represented by a Governor General. Executive authority is exercised<br />
by a cabinet headed by the Prime Minister, subject to the approval of a 11 member senate<br />
appointed by the Governor General. The House of Assembly has 40 seats elected by<br />
popular vote to serve five year terms.<br />
Features<br />
• Highly respected jurisdiction<br />
• Tax neutrality<br />
• Established Stock Exchange<br />
• Modern Business Laws<br />
• No tax on capital gains<br />
• No withholding tax<br />
• No Exchange Controls<br />
• Convenient location & Time Zone<br />
Audit | Tax | Advisory | Risk<br />
10<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS BERMUDA<br />
1 Types of company: (a) Type of company preferred for international transactions:<br />
Limited liability company, company limited by guarantee, permit<br />
(overseas) company, mutual company, mutual fund company,<br />
limited duration company, unlimited liability company, exempted<br />
company and local companies.<br />
(b) Shareless companies: Exempted Company with limited liability<br />
and Company limited by guarantee.<br />
2 Capital requirements: Companies limited by shares will no longer be required to maintain<br />
a minimum share capital.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
Approximately BMD 2,000 (this includes annual government fees).<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
Minimum BMD 1,995: fees vary and are based on the Company's<br />
assessable capital.<br />
(a) The taxation of companies in 2(a): Nil, Tax Assurance Certificate<br />
granted until March 2016 or such further period as extended from<br />
time to time.<br />
One<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? The Companies<br />
Act requirement for officers or representatives in Bermuda may be<br />
satisfied by any one of the following options: (i) a minimum of one<br />
director, other than an alternate director, who is ordinarily resident<br />
in Bermuda; (ii) a secretary that is an individual or a company who<br />
is ordinarily resident in Bermuda; (iii) a resident representative that<br />
is an individual or company who is ordinarily resident in Bermuda.<br />
(b) Are corporate directors allowed? No<br />
(c) Is a local registered agent required? No, see requirements<br />
above.<br />
(d) Are "shadow" directors required to be registered? Yes.<br />
8 Annual meetings: AGM is required.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 11
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
6. BRITISH VIRGIN ISLANDS<br />
Geography, Location<br />
The British Virgin Islands consists of 60 islands and cays having a total land area of 150<br />
sq. kms. The British Virgin Islands are North West of United States Virgin Islands and are<br />
separated by a channel only three miles wide. The neighbour with the largest land area is<br />
Puerto Rico 60 miles to the west.<br />
Legal System<br />
At the top of the court hierarchy is the West Indies Associated States Supreme Court,<br />
consisting of a High Court of Justice and a Court of Appeal. Lower Courts are the Court of<br />
Summary Jurisdiction and the Magistrate’s Court. The legal system is based upon English<br />
common law.<br />
Taxation<br />
There are double taxation with many countries. The long-existing and popular treaty<br />
with the United States was terminated as of January 1, 1993 because officials of the two<br />
Governments could not agree on a satisfactory settlement in the drawn-out negotiations of<br />
a new treaty. However, it was the United States that took the initiative to revoke the treaty<br />
as the State Department cited that the ‘Potential for Tax Abuse’ had not been eliminated.<br />
Under the extension still in effect of the remaining treaties to the British Virgin Islands,<br />
dividends arising in the Territory may be subject to a 15% withholding tax and in most cases<br />
there is no withholding on royalties, technical assistance fees and interest paid from the<br />
British Virgin Islands. The withholding tax on income paid to British Virgin Islands residents<br />
by persons in the other participating treaty countries generally is a maximum 15% for<br />
dividends, normal rates for interest and none for royalties.<br />
Summary<br />
The attractions of the British Virgin Islands as an offshore financial centre and the <strong>International</strong><br />
Business Company can be summarized as:-<br />
• Exemption from all domestic taxation<br />
• A modern Companies Act providing maximum flexibility<br />
• An established domestic banking system with proven <strong>International</strong> connections<br />
• Low annual fee<br />
• Highly popular<br />
Audit | Tax | Advisory | Risk<br />
12<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS BRITISH VIRGIN ISLANDS<br />
1 Types of company: Company limited by shares; Company limited by guarantee<br />
not authorised to issue shares; Company limited by guarantee<br />
authorised to issue shares; Unlimited company not authorised<br />
to issue shares; Unlimited company authorised to issue shares;<br />
Segregated portfolio company; Restricted purpose company;<br />
Private trust company.<br />
(a) Type of company preferred for international transactions:<br />
Company limited by shares.<br />
(b) Shareless companies: Shareless companies are permitted.<br />
2 Capital requirements: There is no minimum paid-up capital requirement.<br />
3 Fees paid to authorities Between USD 350 to USD 5000.<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
From USD 300<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
BVI based companies pay payroll tax in accordance with the<br />
Payroll Taxes Act, 2004.<br />
(a) The taxation of companies in 2(a): BVI Business Companies not<br />
operating in the BVI are exempt from paying tax.<br />
One<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? No<br />
(b) Are corporate directors allowed? Yes<br />
(c) Is a local registered agent required? Yes.<br />
(d) Are "shadow" directors required to be registered? No.<br />
8 Annual meetings: Meetings may be held in or outside the BVI, either in person or via<br />
telephone, and proxy members are permitted.<br />
9 Accounts: (a) Must financial statements of a company be audited: No<br />
(b) Are annual accounts filed with annual returns? No<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 13
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
7. CAYMAN ISLANDS<br />
Geography, Location & General Information<br />
The Cayman Islands consists of a group of three islands in the Caribbean. The main island<br />
Grand Cayman is situated approximately 450 miles south of Florida. The three islands have<br />
a total area of 259, sq. kms with Grand Cayman having an area of 75 square miles. The<br />
Cayman Islands has a tropical climate providing mild dry winters with temperature between<br />
65°F and 85°F. Rainfall is light between the months of November to April which is the winter<br />
season. The economy of the islands is strong enjoying full employment with most of the<br />
revenue being derived from the financial services sector and tourism.<br />
Political Structure<br />
The Cayman Islands are a British colony and therefore the United Kingdom Parliament at<br />
Westminster retains the right to legislate. The islands have a Governor who is appointed by<br />
the Queen who heads the Cayman Island Government and is responsible for the civil service,<br />
defense, law and order and external affairs. There is a Legislative Assembly consisting of 12<br />
elected members plus the Financial Secretary, the Attorney General and the Administrative<br />
Secretary which make laws with the consent of the Crown. An Executive Council consisting<br />
of three official members appointed by the Governor and four members elected by the<br />
Legislative Assembly formulates policy and advises the Governor.<br />
Taxation<br />
The Cayman Islands are a pure tax haven with no direct taxation being levied on residents<br />
or corporations. There are no capital gains; inheritance or gift taxes although there is stamp<br />
duty on real property of 7.5 percent on transfer and 1 percent on mortgages.<br />
Summary<br />
The attractions of the Cayman Islands as financial centre can be summarized as:<br />
• 20 year exemption from local taxation<br />
• A modern Companies Law providing maximum flexibility<br />
• Confidentiality<br />
• No filing requirements<br />
• A well established international banking system<br />
• Immediate company availability<br />
Audit | Tax | Advisory | Risk<br />
14<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS CAYMAN ISLANDS<br />
1 Types of company: Exempted Companies; Ordinary Non-Resident; Ordinary Resident;<br />
Limited Duration Companies; Limited Liability Companies;<br />
Guarantee Companies; Protected Cell Companies (Segregated<br />
Portfolio Companies); No Par Value Companies.<br />
(a) Type of company preferred for international transactions:<br />
Exempted Companies.<br />
(b) Shareless companies: Permitted.<br />
2 Capital requirements: There are no minimum paid-up capital requirements.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
From USD 732 to USD 1646<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
Non-Resident: same as incorporation; Exempted: same as<br />
incorporation except for SPCs which require an additional USD<br />
2,000. Annual fees are payable in January each year and are the<br />
same as fees payable to the authorities on incorporation. There are<br />
late filing fees ranging from 33.33% to 100% of annual fees.<br />
There is no income, capital gains or other forms of direct taxation.<br />
(a) The taxation of companies in 2(a): See above.<br />
One member.<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? There are no<br />
requirements for local directors or officers.<br />
(b) Are corporate directors allowed? Yes<br />
(c) Is a local registered agent required? All companies require<br />
a registered agent in the Cayman Islands where incorporation<br />
documents, books and records are kept.<br />
(d) Are "shadow" directors required to be registered? No, not at<br />
the present time.<br />
8 Amount of fees payable<br />
to appointee directors/<br />
secretary:<br />
Fees payable for directors and officers range from USD 2,500<br />
and upward depending on the type of business the company<br />
conducts.<br />
9 Annual meetings: There is no longer a requirement that the directors hold at least<br />
one meeting annually in the Cayman Islands.<br />
10 Is an annual return filed<br />
with details of directors<br />
and members?<br />
No, not for exempted companies but the Register of Directors &<br />
Officers must be filed and kept by the Registrar of Companies and<br />
all appointments and resignations must be filed within 30 days.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 15
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
8. COOKS ISLANDS<br />
Geography, Location & General Information<br />
Cooks Islands is a group of islands in the South Pacific Ocean, about one half of the way<br />
from Hawaii to New Zealand. Named after Captain Cooks, who sighted the island in 1770,<br />
the Islands became a British Protectorate in 1888. By 1900, administrative control was<br />
transferred by New Zealand and in 1965 chose self Government. It has an area of 240<br />
square kilometers.<br />
Political Structure<br />
Self governing in free association with New Zealand, the island is fully responsible for<br />
Internal Affairs. New Zealand retains responsibility for external affairs in consultation with<br />
the Cooks Islands. Queen Elizabeth is the chief of the state. A 25 member parliament is<br />
elected by popular vote to serve a five year term. The Prime Minister is the Head of the<br />
State.<br />
Advantages of an <strong>Offshore</strong> Company in Cook Island are:<br />
• Very flexible shareholding and debt structuring methods.<br />
• No taxes of any kind payable.<br />
• High level of confidentiality.<br />
Audit | Tax | Advisory | Risk<br />
16<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS COOK ISLANDS<br />
1 Types of company: (a) Type of company preferred for international transactions:<br />
<strong>International</strong> companies which may be limited by share or by<br />
guarantee, or which may be no liability, unlimited or mutual<br />
companies. US style Limited Liability Companies.<br />
(b) Shareless companies: Shareless companies permitted with<br />
restrictions.<br />
2 Capital requirements: There are no minimum share capital requirements.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
USD 300 for international business companies (IBCs); USD 200<br />
for LLCs.<br />
USD 300 for IBCs; USD 200 for LLC's.<br />
20% taxation applied to domestic companies only.<br />
(a) The taxation of companies in 2(a): No taxation exists for IBCs<br />
or LLCs.<br />
One<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? A resident<br />
secretary is required, however, a local director is not required.<br />
(b) Are corporate directors allowed? Yes<br />
(c) Is a local registered agent required? Yes.<br />
(d) Are "shadow" directors required to be registered? Yes.<br />
8 Amount of fees payable<br />
to appointee directors/<br />
secretary:<br />
These fees are generally included in the licensed trustee company<br />
fees for administration.<br />
9 Annual meetings: Directors and shareholders meetings may be held by telephone or<br />
by circulating a minute for signature. AGMs are not essential where<br />
signed minutes so records.<br />
10 Must foreign companies<br />
administered locally be<br />
registered?<br />
Foreign companies administered locally may, but do not have to<br />
be, locally registered.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 17
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
9. COSTA RICA<br />
Geography, Location & General Information<br />
Costa Rica, officially the Republic of Costa Rica is a country in Central America, bordered<br />
by Nicaragua to the north, Panama to the south, the Pacific Ocean to the west and south<br />
and the Caribbean Sea to the east.<br />
Costa Rica has consistently been among the top Latin American countries in the Human<br />
Development Index, ranked 62nd in the world in 2010, and is cited by the UNDP as one of<br />
the countries that have attained much higher human development than other countries at<br />
the same income levels.<br />
Costa Rica is located on the Central American isthmus, lying between latitudes 8° and 12°<br />
N and longitudes 82° and 86°W. It borders the Caribbean Sea (to the east) and the Pacific<br />
Ocean (to the west), with a total of 1,290 kilometers (800 mi) of coastline, 212 km (132 mi)<br />
on the Caribbean coast and 1,016 km (631 mi) on the Pacific.<br />
Costa Rica also borders Nicaragua to the north (309 km or 192 mi of border) and Panama<br />
to the south-southeast (639 km or 397 mi of border). In total, Costa Rica comprises 51,100<br />
square kilometers (19,700 sq mi) plus 589 square kilometers (227 sq mi) of territorial waters.<br />
Audit | Tax | Advisory | Risk<br />
18<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS COSTA RICA<br />
1 Types of company: Costa Rican Law establishes five different legal entities to<br />
engage in business. The IndividualEnterprise with Limited<br />
Liability (Empresa Individual de Responsabilidad Limitada); The<br />
Collective Company (Sociedad en Nombre Colectivo); The Limited<br />
Partnership (Sociedad en Comandita); The Limited Liability<br />
Company (Sociedad de Responsabilidad Limitada); and The Stock<br />
Corporation or Chartered Company (Sociedad Anonima). The first<br />
of these entities is regarded as an individual; the others all have<br />
corporate personality.<br />
(a) Type of company preferred for international transactions: Stock<br />
Corporation (b) Shareless companies: No<br />
2 Capital requirements: No minimum authorised capital. At least 25% of whatever<br />
capital is decided for incorporation must be paid up immediately.<br />
Shareholders may increase or decrease the<br />
capital by means of a shareholder meeting. Capital can be<br />
expressed in any currency. Unless there is a specific reason to<br />
set-up a corporation with high capital, it is normal to use a capital<br />
equivalent of USD 100.<br />
3 Fees paid to authorities EUR 2,000.<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
From CRC 3000 to CRC 9000<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
Up to 30%.<br />
(a) The taxation of companies in 2(a): Up to 30%.<br />
Costa Rican legislation has established that the members of the<br />
Board of Directors are also the officers of the company. Thus, the<br />
Chairman of the Board, known in Costa Rica as the President of<br />
the Board, is also the Chief Executive Officer of the company. The<br />
law requires that the Board of Directors have a minimum of three<br />
members for the offices of President, Secretary and Treasurer.<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? No<br />
(b) Are corporate directors allowed? No<br />
(c) Is a local registered agent required? Yes.<br />
(d) Are "shadow" directors required to be registered? All directors<br />
must be recorded at the Public Registry. No shadow directors are<br />
allowed.<br />
8 Amount of fees payable Varies from firm to firm<br />
to appointee directors/<br />
secretary:<br />
9 Annual meetings: The law requires only one annual shareholders' meeting. In the first<br />
case, it is an Ordinary Shareholders' Meeting that must be held<br />
between 1 October and 31 December each year. This can be held<br />
by the legal agents of the corporation in Costa Rica via a proxy<br />
letter. The other meetings are Extraordinary Meetings.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 19
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
10. CYPRUS<br />
Geography, Location & General Information<br />
Cyprus is situated at the north-eastern end of the Mediterranean Sea at the crossroads of<br />
Europe, Asia and Africa. It covers an area of 9,251 square kilometers and lies 65 kilometers<br />
south of Turkey, 96 kilometers west of Syria, 385 kilometers north of Egypt and some 980<br />
kilometers south-east of Athens.<br />
Political Structure<br />
Cyprus became an independent republic in 1960. The political system is modelled on<br />
western democracies in which individual rights are respected and private enterprise is given<br />
every opportunity to develop. Under its constitution, Cyprus has a presidential system of<br />
government. The President is the Head of State and it’s elected for a five-year term of office.<br />
The Executive arm of the government is the Council of Ministers and the members are<br />
appointed by the President. The Ministers are responsible for the administration of all<br />
matters falling within the domain of their ministries and for the implementation of legislation.<br />
Legislative power is in the hands of the House of Representatives, which consists of 56<br />
elected members who hold office for a period of five years. A multi-party system operates<br />
in Cyprus and the electoral system is based on proportional representation.<br />
Summary<br />
The attractions of Cyprus as an offshore financial centre can be summarized as:-<br />
• Extensive double taxation treaty network<br />
• Low taxation rates for offshore companies<br />
• A modern companies act, based on UK models<br />
• Political and economic stability<br />
• An established international Banking system<br />
• Excellent Communications<br />
• Excellent commercial and professional infrastructure<br />
• Exempt from Exchange Control<br />
Audit | Tax | Advisory | Risk<br />
20<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS CYPRUS<br />
1 Types of company: Public companies limited by shares, private companies limited by<br />
shares, companies limited by guarantee.<br />
(a) Type of company preferred for international transactions: Private<br />
company limited by shares, managed and controlled by Cypriot<br />
residents.<br />
(b) Shareless companies: Not allowed under Cyprus Companies<br />
Law.<br />
2 Capital requirements: For private companies at least one share of any value and for<br />
public companies limited by shares EUR 26,000.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Minimum number of<br />
members:<br />
A flat fee of EUR 102.52 plus 0.6% of the nominal value of<br />
authorised share capital with no upper limit.<br />
EUR 17.09 for filing the annual return and EUR 34.18 for late filing.<br />
One for private companies and seven for public companies.<br />
6 Directors and secretary: (a) Must there be a resident director/secretary? No. A minimum of<br />
one for private companies and two for public companies. Where<br />
a single member private company is concerned, the sole director<br />
may also be secretary.<br />
(b) Are corporate directors allowed? Yes<br />
(c) Is a local registered agent required? No.<br />
(d) Are "shadow" directors required to be registered? No.<br />
7 Amount of fees payable<br />
to appointee directors/<br />
secretary:<br />
EUR 500 for a director and EUR 300 for the secretary (not based<br />
on the Companies law).<br />
8 Annual meetings: The first Annual General Meeting must be held within 18 months<br />
from incorporation and thereafter every year. Annual and<br />
Extraordinary General Meetings are necessary, among others, to<br />
approve the audited financial statements.<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Yes<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 21
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
11. GIBRALTAR<br />
Geography, Location & General Information<br />
Gibraltar is a peninsula at the southern tip of Spain with an area of approximately 7 square<br />
kilometers. It is adjacent to Africa yet within Europe and has an historically strategic position<br />
at the junction of the Atlantic and the Mediterranean. The Rock itself is made of limestone<br />
and is almost 425 meters high.<br />
The Port of Gibraltar enjoys free port status and hosts frequent calls from many of the<br />
world’s shipping lines, both passenger and freight.<br />
Political structure<br />
Gibraltar is a British Dependent Territory and is a Crown Colony with internal self-government.<br />
It has its own elected House of Assembly which legislates on domestic matters. The United<br />
Kingdom is responsible for defense, foreign affairs, financial stability and internal security.<br />
Gibraltar is a member of the European Community by virtue of Article 227, paragraph 4 of<br />
the Treaty of Rome in its Capacity as a territory for whose external relations a Member State<br />
(the United Kingdom) is responsible. Gibraltar enjoys special status within the Community<br />
and is exempted from the common Customs Tariff, the Common Agricultural Policy and<br />
the Value Added Tax. Gibraltar is politically stable and the current Government, recently<br />
re-elected with a large majority, actively promotes Gibraltar as a first class international<br />
financial centre.<br />
Summary<br />
The attractions of Gibraltar as a financial centre can be summarized as:-<br />
• Exemption from Gibraltar taxes.<br />
• Excellent domestic and international banking<br />
• Membership of the European Community<br />
• No foreign exchange controls<br />
• No double taxation treaties.<br />
Audit | Tax | Advisory | Risk<br />
22<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS GIBRALTAR<br />
1 Types of company: (a) Type of company preferred for international transactions: Private<br />
company limited by shares/Limited Partnerships.<br />
(b) Shareless companies: Campany limited by guarantee and not<br />
having a share capital.<br />
2 Capital requirements: No minimum capital requirement for private companies. GBP<br />
20,500 minimum for public companies.<br />
3 Fees paid to authorities GBP 50 to Companies House and GBP 10 for Stamp Duty.<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
GBP 45 for annual returns and GBP 10 for accounts.<br />
5 Taxation rates applied to<br />
companies generally:<br />
Under the new Income Tax Act 2010 most companies will pay tax<br />
at the rate of 10% on taxable profits. However, utility companies<br />
(water, electricity, telecoms, sewage and petroleum) and<br />
companies which "abuse a dominant market position" will pay tax<br />
at the higher rate of 20%.<br />
(a) The taxation of companies in 2(a): As above.<br />
6 Minimum number of One for a private company and seven for a public company.<br />
members:<br />
7 Directors and secretary: (a) Are corporate directors allowed? Yes<br />
(b) Are "shadow" directors required to be registered? Not allowed.<br />
8 Annual meetings: Yes, however, companies may dispense with AGMs if they pass a<br />
special resolution.<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Yes<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 23
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
12. GUERNSEY<br />
Geography, Location & General Information<br />
The islands of Guernsey and other channel Islands represent the last remnants of the<br />
medieval Dukedom of Normandy, which held sway in both France and England. The Islands<br />
were the only British soil occupied by German Troops in World War II. The Islands are in the<br />
English Channel Northwest of France and covers a land area of 194 square kilometers. The<br />
climate is temperate with mild winds and cool summers with about 50 percent of the days<br />
overcast. The terrain is mostly level with low hills in the Southwest.<br />
Political System<br />
A British Crown dependency with the Queen Elizabeth as the chief of State represented by<br />
Lt. Governor, appointed by the Queen.<br />
Secretary and Registered Office<br />
A Secretary is mandatory and a Corporate Secretary is allowed. The registered office should<br />
be situated in Guernsey.<br />
Special Features<br />
• Highly respected and regulated <strong>Offshore</strong> Centre<br />
• No minimum capital requirement.<br />
• No exchange control<br />
• No taxation for exempt companies<br />
• Popular Trust Management Territory<br />
• A Key European Investment Centre<br />
Audit | Tax | Advisory | Risk<br />
24<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS GUERNSEY<br />
1 Types of company: Limited companies, limited by guarantee, incorporated cell<br />
companies, unlimited and mixed liability companies.<br />
(a) Type of company preferred for international transactions: Any<br />
(b) Shareless companies: Guarantee companies need not have<br />
shares.<br />
2 Capital requirements: Any currencies permitted. No minimum authorised capital.<br />
Minimum share issue: One<br />
3 Fees paid to authorities<br />
to incorporate:<br />
Fee dependent on speed of incorporation but starting at GBP 100<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
Annual validation fee dependent on type of company but starting<br />
at GBP 250 (unless a charity).<br />
0% income tax for all corporate entities except banks which are<br />
charged at 10% on their regulated business. Investment funds can<br />
still apply to be exempt companies.<br />
(a) The taxation of companies in 2(a): See above<br />
6 Minimum number of One shareholder required<br />
members:<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? There must be a<br />
resident agent - either a resident director or a corporate service<br />
provider.<br />
(b) Are corporate directors allowed? Yes<br />
(c) Is a local registered agent required? Yes.<br />
(d) Are "shadow" directors required to be registered? No, shadow<br />
directors are illegal.<br />
8 Annual meetings: Not required provided a resolution has been passed that they can<br />
be waived.<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Yes but it is an online validation<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 25
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
13. HONG KONG<br />
Geography, Location & General Information<br />
Hong Kong is on the south east of China and consists of a large number of islands and a<br />
part of the Chinese mainland totaling approximately 400 square miles. The principal areas<br />
are the Island of Hong Kong, Kowloon and the New Territories. These areas were ceded<br />
to Britain in perpetuity in 1842 under the treaty of Nankinu and in 1898 the New territories<br />
were leased by Britain from China for a period of 99 years and includes all the land north of<br />
Boundary Street in Kowloon up to the border with China as well as 235 small islands. There<br />
is a range of hills which divides the densely populated urban areas from the rural areas of<br />
the New Territories.<br />
Hong Kong is the leading south east Asian centre for both finance and commerce and ranks<br />
as the world’s largest financial centre after New York and London. There are more than 160<br />
licensed banks with 128 foreign banks having representative offices in Hong Kong and a<br />
further 225 licensed deposit taking Finance Companies all of which play an active role in the<br />
financing of international trade and commerce.<br />
Special Feature<br />
Hong Kong takes the attitude that the country is a low tax area rather than a tax haven and<br />
because the taxation system is based on source income, Hong Kong is a taxation paradise<br />
for companies wishing to base themselves in Hong Kong with foreign earnings.<br />
Summary<br />
The attractions of Hong Kong as a financial centre can be summarized as:<br />
• Exempt from taxes on foreign source income<br />
• An established international banking system<br />
• Sophisticated company law<br />
• No disclosure of beneficial owner<br />
• Immediate company availability<br />
Audit | Tax | Advisory | Risk<br />
26<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS HONG KONG<br />
1 Types of company: Public Limited Company (PLC); Private Limited Company;<br />
Company Limited by Guarantee without a share capital; Limited<br />
Partnership; Partnership; Sole Proprietorship; Club/Society. (a)<br />
Type of company preferred for international transactions: Limited<br />
companies having share capital (i) Private Limited Companies with<br />
less than 50 members; (ii) Public Limited Companies. Tax Rate for<br />
limited companies: 16.5%. (b) Shareless companies: Company<br />
limited by guarantee; limited partnership; partnership; sole<br />
proprietorship; club/societies.<br />
2 Capital requirements: No minimum capital stipulated but must have a nominal share<br />
capital if a limited company having shares. NB: minimum share<br />
capital for IPOs.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
Company Registration fee: HKD 1,720 and Capital Fee 0.1% of<br />
authorised share capital, capped at HKD 30,000.<br />
Business registration fee HKD 450 up to 31 July 2011. Business<br />
registration fee is HKD 2,4S0 for one year and HKD 6550 for three<br />
years. Companies Registry: Annual Retum HKD 105 within 42<br />
days of anniversary of incorporation (late filing subject to penalties<br />
and possible prosecution).<br />
Under the Budget for 2010-2011: Corporate tax is 16.5% with<br />
various allowances for costs and depreciation; Personal tax is<br />
levied on salary only, not on other income, and is graduated from<br />
2% to I 7% but capped at a maximum of 15% of total salary. This<br />
cap also applies to unincorporated businesses. There is a one off<br />
75% salaries tax rebate for 2009-2010 capped at HKD 6,000.(a)<br />
The taxation of companies in 2(a): 16.5%.<br />
A private limited company must have a minimum of one director,<br />
one shareholder and one secretary. All other limited companies<br />
must have at least two members. Private limited companies are<br />
limited to 50 shareholders maximum.<br />
7 Directors and secretary: (a) Secretary must be a Hong Kong resident. All other corporations<br />
must have a natural person resident in Hong Kong as their<br />
Secretary. (b) Is a local registered agent required? No. But the<br />
Registered Office must be a physical address in Hong Kong, not a<br />
PO Box and the secretary must be a Hong Kong resident.<br />
8 Annual meetings: One AGM with a minimum of 21 days written notice; members<br />
may call EGMs with a minimum of 14 days written notice. Notice<br />
can be shortened by consent of all Members.<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Yes - filed annually with the Companies Registry.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 27
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
14. HUNGARY<br />
Geographical Location<br />
The Republic of Hungary is situated in Central Europe and has borders with Austria,<br />
Slovenia, Croatia, Serbia, Romania, Ukraine and Slovakia. Its climate is temperate, and the<br />
country is predominately flat. Lake Balaton, Central Europe’s biggest lake is a main tourist<br />
attraction, as is the Danube, reaching seven countries as flows from Germany to the Black<br />
Sea.<br />
Summary<br />
The Hungarian authorities are keen to encourage foreign investment and have almost<br />
deregulated it, so Hungary now serves as a hub for western investment into Eastern Europe.<br />
More and more western companies<br />
are setting up joint ventures, manufacturing and service centers with the aim of providing<br />
Eastern Europe with goods, capital and expertise.<br />
Hungary was very successful in attracting foreign investment, with a total inflow of US$ 7<br />
billion in the last four years. There are practically no import or export controls for more than<br />
90% of goods and services.<br />
The Hungarian commercial Banking and financial system is the most advanced in the region<br />
and includes the subsidiaries of major Western Banks.<br />
Audit | Tax | Advisory | Risk<br />
28<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS HUNGARY<br />
1 Types of company: (a) Type of company preferred for international transactions: Kft<br />
(LLC, GmbH) or Rt (Ltd, Plc,AG) - two types of Rt: private share<br />
company (ZRt); and public share company (NyRt).<br />
(b) Shareless companies: Bt (Ltd, Pshp, KG) - not recommended<br />
for offshore activity.<br />
2 Capital requirements: Kft: HUF 500,000 (approximately USD 2,600/EUR 1,900); ZRt:<br />
HUF 5,000,000 (appraximately USD 26,000/EUR 19,000); and<br />
NyRt: HUF 20,000,000 (approximately USD 105,000/EUR 76,000).<br />
3 Fees paid to authorities<br />
to incorporate:<br />
Kft: HUF 15,000 (approximately USD 80/EUR 60); ZRt: HUF<br />
105,000 (approximately USD 550/EUR 400); and NyRt: HUF<br />
605,000 (approximately USD 3,200/EUR 2,300).<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
Annual report to the Registrar of Companies (Court of<br />
Registration): HUF 3,000 (USD 16/EUR 11)<br />
Taxation rates: Standard corporate income tax (CIT): 10% (on<br />
profit) up to HUF 500 million (USD 2.5 million or EUR 1.85 million)<br />
tax basis; 19% (on profit) over HUF 500 million tax basis: Beneficial<br />
tax rates: royalty income: 50% tax benefit Tax exemptions:<br />
dividend received; dividend paid (no WHT); capital gain (unless real<br />
property holding companies): local business tax (LBT): 2% on net<br />
income.<br />
(a) The taxation of companies in 2(a): As above<br />
One<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? No<br />
(b) Are corporate directors allowed? No<br />
(c) Is a local registered agent required? No.<br />
(d) Are "shadow" directors required to be registered? The concept<br />
of "shadow director" is unknown.<br />
8 Annual meetings: A minimum of one each year, not later than 31 May. Minimal<br />
purpose to approve the annual return and balance sheets. No<br />
restrictions on the place of the meeting.<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Not compulsory. However these details are disclosed by the public<br />
Company Registry.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 29
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
15. IRELAND<br />
Geographical Location<br />
The island of Ireland is situated to the west of Great Britain from which it is separated by the<br />
Irish Sea. Ireland is 10280 sq. kms in size.<br />
The lakes and bogs of the interior lowlands are surrounded by mountain masses. These<br />
range from the bleak granites of the North and East to the jagged fingers of sandstone<br />
stretching out into the Atlantic in the south-west. Ireland is renowned for its magnificent<br />
scenery, unique fauna and wildlife and its unpolluted fishing lakes and rivers.<br />
Political Structure<br />
Until 1922 all of Ireland was part of the United Kingdom. Indeed, Dublin, the capital,<br />
was officially the second city (after London) of the British Empire. Following a war of<br />
Independence which lasted 3 years, UK entered into a treaty with Ireland. The effect was to<br />
partition the island into Northern Ireland (5,452 square miles) and create an Irish Free State<br />
(27,236 square miles). In 1949 the Irish Free State became a Republic and left the British<br />
commonwealth. Northern Ireland remains an integral part of the UK.<br />
Taxation<br />
Corporation Tax is payable by resident companies at a rate of 40 per cent on all income<br />
and capital gains, Non-Resident company status is a feature of taxation Law rather than<br />
Company Law and to obtain and maintain Non-Resident status, the ownership and centre<br />
of management of Non-resident company should be foreign based and the company should<br />
not derive any income from the Republic of Ireland. All companies have to file accounts<br />
and an annual return with Registry. Non-Resident companies do not however have to file<br />
accounts with the Tax authority.<br />
Summary<br />
The attraction of Ireland as a financial centre can be summarized as:-<br />
• A full member of the European Community<br />
• Excellent professional and commercial infrastructure<br />
• Zero corporation tax for non-resident companies<br />
• Non disclosure of Beneficial Ownership<br />
• Immediate company availability<br />
Audit | Tax | Advisory | Risk<br />
30<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS IRELAND<br />
1 Types of company: Private or public; limited or unlimited; multi-member or single<br />
member companies.<br />
(a) Type of company preferred for international transactions: Private<br />
limited by shares.<br />
(b) Shareless companies: Companies limited by guarantee and not<br />
have a share capital can also be incorporated.<br />
2 Capital requirements: Private companies (other than single member companies): two<br />
shareholders, with two shares subscribed for at incorporation.<br />
Public company: a minimum capital of EUR 38,092 allotted share<br />
capital paid-up to the extent of 25% of nominal value and 100% of<br />
share premium. Capital can be expressed in any currency.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
EUR 100 payable to Companies Registration Office unless the<br />
form is registered through the CRO Disk scheme (subject to a EUR<br />
50 filing fee). Companies Capital Duty abolished in 2005.<br />
Annual Return Fee - EUR 40 for paper filing; EUR 20 for online<br />
filing; EUR 100 late filing fee plus EUR 3 per day thereafter to a<br />
maximum EUR 1,200.<br />
The corporation tax rate is currently 25% for non-trading income.<br />
This is reduced to 12.5% for qualifying trading income.<br />
(a) The taxation of companies in 2(a): See above<br />
Private Limited Company: minimum of one (single member).<br />
Private Unlimited Company: minimum of two. Public Company:<br />
minimum of seven. Members can be either bodies corporate or<br />
natural persons.<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? No<br />
(b) Are corporate directors allowed? No<br />
8 Annual meetings: At least one directors' meeting to be held every year to accept<br />
accounts and to call the Annual General Meeting. An Annual<br />
General Meeting to be held each calendar year to receive and<br />
adopt the financial statements - see statutory requirements in<br />
Acts. Extraordinary General Meetings in circumstances where<br />
prescribed by legislation.<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Yes<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 31
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
16. ISLE OF MAN<br />
Geography, Location & General Information<br />
The Isle of Man is located in the middle of the northern Irish Sea, approximately equidistant<br />
from the islands of Great Britain and Ireland, within the British Isles. The closest land is<br />
southern Scotland. Besides the island of Mann itself, the political unit of the Isle of Man<br />
includes some nearby small islands: the seasonally inhabited Calf of Man, Chicken Rock on<br />
which stands an unmanned lighthouse, St Patrick’s Isle and St Michael’s Isle. Both of the<br />
latter are connected to the mainland by permanent roads/causeways.<br />
Hills in the north and south are separated by a central valley. The extreme north is<br />
exceptionally flat, consisting mainly of deposits from glacial advances from western<br />
Scotland during colder times. There are more recently deposited shingle beaches at the<br />
Point of Ayre. According to an old saying, from the summit one can see six kingdoms: those<br />
of the Mann, Scotland, England, Ireland, Wales, and Heaven.<br />
Taxation<br />
The Isle of Man is a low-tax economy with no capital gains tax, wealth tax, stamp duty, or<br />
inheritance tax[50] and a top rate of income tax of 20%. A tax cap is in force; the maximum<br />
amount of tax payable by an individual is £115,000 or £230,000 for couples if they choose<br />
to have their incomes jointly assessed. The £115,000 tax cap equates to an assessable<br />
income of £589,550. Personal income is assessed and taxed on a total worldwide income<br />
basis rather than a remittance basis. This means that all income earned throughout the<br />
world is assessable for Manx tax rather than only income earned in or brought into the<br />
Island.<br />
The rate of corporation tax is 0% for almost all types of income, the only exceptions are that<br />
the profits of banks are taxed at 10%, as is rental (or other) income from land and buildings<br />
situated on the Isle of Man.<br />
Audit | Tax | Advisory | Risk<br />
32<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS ISLE OF MAN<br />
1 Types of company: • Companies formed under the Companies Acts 1931 to 2004<br />
• Companies formed under the Companies Act 2006<br />
• Limited Liability Companies<br />
• Protected Cell Companies<br />
Companies Limited by Shares, Companies Limited by Guarantee,<br />
“Hybrid” Companies Limited by Guarantee and having a Share<br />
Capital or Unlimited Companies.<br />
2 Capital requirements: • Share capital can be expressed in any currency.<br />
• No maximum authorised share capital.<br />
• Low incorporation costs based on a standard authorised share<br />
capital of £2,000.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Taxation rates<br />
applied to companies<br />
generally:<br />
5 Minimum number of<br />
members:<br />
6 Directors and<br />
secretary:<br />
• Companies formed under the Companies Acts 1931 to 2004 :<br />
GBP 212<br />
• Companies formed under the Companies Act 2006 : GBP 195<br />
Isle of Man legislation in 2006 has abolished the previous tax<br />
exempt and non-resident company status and has introduced<br />
a zero percent corporate tax rate. With effect from 5 April 2007<br />
all Isle of Man registered companies are assessed to tax at zero<br />
percent.<br />
• Companies formed under the Companies Acts 1931 to 2004:<br />
Minimum of one Shareholder<br />
• Companies formed under the Companies Act 2006: The<br />
company may have a sole Shareholder.<br />
• Limited Liability Companies: There must be a minimum of two<br />
members.<br />
• Companies formed under the Companies Acts 1931 to<br />
2004: Minimum of two Directors. Corporate Directors are not<br />
permitted.<br />
• Companies formed under the Companies Act 2006: Corporate<br />
Directors are permitted, within certain limits.<br />
• Limited Liability Companies: The LLC is a corporate entity<br />
without Directors or Shareholders.<br />
7 Annual meetings: • Companies formed under the Companies Acts 1931 to 2004:<br />
Shareholders’ annual general meeting must be held at which<br />
financial statements are to be presented.<br />
8 Is an annual return filed<br />
with details of directors<br />
and members?<br />
• Companies formed under the Companies Acts 1931 to 2004:<br />
An annual return, providing details of Directors, company<br />
Secretary and Shareholders, is required to be filed with the<br />
Registrar of Companies, accompanied by the current filing fee.<br />
9 Accounts: • Companies formed under the Companies Acts 1931 to 2004:<br />
Accounting records must be maintained.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 33
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
17. JEBEL ALI FREE ZONE<br />
Geography, Location & General Information<br />
Jebel Ali Free Zone is a free economic zone located in the Jebel Ali area at the far western<br />
end of Dubai, United Arab Emirates. Created under an Emiri Decree, JAFZA commenced<br />
operations in 1985 with standard size office units and warehouses to provide ready built<br />
facilities to customers. In 1990 JAFZA expanded its facilities to include light industrial units.<br />
Language<br />
The official language of the UAE is Arabic, although English is widely used in business<br />
circles. A significant portion of the expatriate population also speaks Hindi, Malayalam,<br />
Tamil, Urdu, Bengali, Persian and other languages of the subcontinent.<br />
Special Features<br />
JAFZ, an industrial area surrounding the port, allows the international companies who<br />
relocate there to enjoy the special privileges of the free zone. These include exemption<br />
from corporate tax for fifteen years, no personal income tax, no import or export duties, no<br />
restriction on currency, and easy labor recruitment.<br />
Summary<br />
• 100% foreign ownership.<br />
• Company can own real estate properties on Palm islands or any properties owned<br />
by Nakheel Company LLC or any other real estate properties approved by the Jebel<br />
Ali Free Zone Authority (JAFZA).<br />
• Company can hold an account in a bank in the UAE for the purpose of conducting<br />
routine operational transactions.<br />
• An offshore company has the capacity and privileges of a natural person.<br />
• Total tax and duty exemption.<br />
• An efficient regulatory regime.<br />
Audit | Tax | Advisory | Risk<br />
34<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS JEBEL ALI<br />
1 Types of company: (a) Type of company preferred for international transactions:<br />
<strong>Offshore</strong>.<br />
(b) Shareless companies:<br />
2 Capital requirements: None<br />
3 Fees paid to authorities <strong>Offshore</strong> Companies:AED 10,000.<br />
to incorporate:<br />
4 Annual fees paid to <strong>Offshore</strong> Companies:AED 2,700.<br />
authorities:<br />
5 Taxation rates applied to 0%<br />
companies generally:<br />
6 Minimum number of One<br />
members:<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? Two directors are<br />
required and one secretary.<br />
(b) Are corporate directors allowed? Yes<br />
(c) Is a local registered agent required? Yes<br />
(d) Are "shadow" directors required to be registered? No<br />
8 Annual meetings: Yes<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Yes<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 35
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
18. LABUAN<br />
Geography, Location & General Information<br />
Labuan is a federal territory in East Malaysia. It is an island off the coast of the state of<br />
Sabah. Labuan’s capital is Victoria and is best known as an offshore financial centre offering<br />
international financial and business services via Labuan IBFC since 1990 as well as being<br />
an offshore support hub for deepwater oil and gas activities in the region. It is also a tourist<br />
destination for nearby Bruneians and scuba divers. The name Labuan derives from the<br />
Malay word labuhan meaning anchorage.<br />
Labuan Island is mainly flat and undulating and the highest point is only 85 meters. Over<br />
70% of the island is still covered with vegetation. Victoria, also Bandar Labuan in Malay,<br />
is the major town and faces Brunei Bay; access is via ferry service to Brunei and Kota<br />
Kinabalu, as well as Labuan Airport.<br />
Political Structure<br />
This island is governed by Datuk Yussof Haji Mahal from Barisan Nasional, which was<br />
elected during 12th General Election of Malaysia. Datuk Yussof Mahal won by 10471 votes,<br />
beating Lau Seng Kiat, an Independent, and Matusin Abdul Rahman by 1106. He is the<br />
Member of Parliament of Labuan, thus by tradition, also been appointed as Chairman of<br />
Labuan Corporation. The island also has a Senator, Datuk Yunus Kurus that also serves as<br />
Chairman of Labuan Corporation Advisory Council.<br />
Audit | Tax | Advisory | Risk<br />
36<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS LABUAN<br />
1 Types of company: Companies limited by shares or guarantee incorporated under the<br />
LCA or foreign Labuan companies registered under the LCA<br />
(a) Type of company preferred for international transactions:<br />
Companies limited by shares or guarantee.<br />
(b) Shareless companies: Not permitted.<br />
2 Capital requirements: At least one issued share of any denomination for non-licensed<br />
entitites. For licensed entities (eg banks, insurance companies,<br />
funds), capital requirements depend on type of license.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
Labuan companies: approx MYR 1,200 to MYR 5,200 depending<br />
on paid up capital. Foreign Labuan companies: Approx MYR<br />
6,200.<br />
Labuan companies: MYR 1,500; Foreign Labuan Companies:<br />
MYR 5,300.<br />
Labuan trading activities are taxed at either 3% on audited net<br />
profits or fixed sum of MYR 20,000; for investment holding<br />
companies, tax on all investment income and capital gains is<br />
exempt. For year of assessment 2008, companies can make an<br />
irrevocable election to be taxed under the Malaysian Income Tax<br />
Act 1967 at the rate of 25% p.a. which election would allow them<br />
to enjoy access to all of Malaysia's DTAs.<br />
(a) The taxation of companies in 2(a): Same as above.<br />
6 Minimum number of One, can be either a corporate entity or individual.<br />
members:<br />
7 Directors and secretary: Minimum one director (either corporate entity or individual) and<br />
a Resident Secretary (the Resident Secretary must be an officer<br />
provided by a registered Labuan trust company) but additional<br />
secretaries can be appointed.<br />
8 Annual meetings: At least one general members' meeting to adopt the accounts but<br />
this could be done by circulating a members' resolution.<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Yes<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 37
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
19. LIBERIA<br />
Geography, Location & General Information<br />
Liberia, officially the Republic of Liberia, is a country in West Africa. It is bordered by Sierra<br />
Leone on the west, Guinea on the north and Côte d’Ivoire on the east. Liberia’s coastline is<br />
composed of mostly mangrove forests while the more sparsely populated inland consists<br />
of forests that open to a plateau of drier grasslands. The country possesses 40% of the<br />
remaining Upper Guinean rainforest. Liberia has a hot equatorial climate, with significant<br />
rainfall during the May to October rainy season and harsh harmattan winds the remainder<br />
of the year. Liberia covers an area of 111,369 km2 (43,000 sq mi)<br />
Political Structure<br />
The government of Liberia, modeled on the government of the United States, is a unitary<br />
constitutional republic and representative democracy as established by the Constitution.<br />
The government has three co-equal branches of government: executive, headed by the<br />
president; legislative, consisting of the bicameral Legislature of Liberia; and judicial, made<br />
up of the Supreme Court and several lower courts.<br />
Audit | Tax | Advisory | Risk<br />
38<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS LIBERIA<br />
1 Types of company: Non-resident business entities; corporations, LLCs, LLPs, and<br />
Private Foundations.<br />
(a) Type of company preferred for international transactions:<br />
Any non-resident entity depending on purposes of corporation/<br />
company and the jurisdictions in which the activities are to be<br />
conducred.<br />
(b) Shareless companies: Available<br />
2 Capital requirements: No minimum share capital requirements. A Private Foundation<br />
requires an initial endowment of no less than USD 10,000.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
Incorporation fee is a single inclusive fee of USD 713.50.<br />
USD 450 annual corporate maintenance fee (includes registered<br />
agent and government fees).<br />
(a) The taxation of companies in 2(a): Exempt from Liberian<br />
taxation.<br />
One shareholder or member. No requirement to ffle details of<br />
shareholders or members of corporations or LLCs.<br />
7 Directors and secretary: Minimum of one director. Every corporation must have a president,<br />
secretary and treasurer, which may be the same person and may<br />
be corporate or an individual. Every LLC must have a manager.<br />
(a) Must there be a resident director/secretary? No requirement for<br />
a resident director/secretary in Liberia.<br />
(b) Are corporate directors allowed? Yes, as are corporate<br />
secretaries.<br />
8 Annual meetings: Meetings can take place anywhere in the world and can be<br />
by telephone, electronically or by circulation of a resolution.<br />
Proxies are permitted and alternates if permitted by the articles.<br />
Requirement for annual general meeting may be waived by<br />
shareholders.<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Not required for corporation or LLC, but a Certificate of Annual<br />
Return is required for Private Foundations.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 39
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
20. LIECHTENSTEIN<br />
Geography, Location & General Information<br />
The Principality of Liechtenstein (160 sq. kms) lies in the region of the Upper Rhine between<br />
the Swiss Conto of St. Gall and the Austrian Federal State of Voraiber. The Lordship of<br />
Schellenberg and the County of Vaduz, purchased during 1699 and 1712 by the Princely<br />
Family of Liechtenstein in the folds of the Holy Roman Empire of German Nations. The<br />
princes of Liechtenstein gave the newly formed country their family name and they in<br />
fact required a principality to become Princes of the Realm in the Habsburg Empire. In<br />
1806 Napoleon I granted the Principality full sovereignty in the confederation of the Rhine.<br />
After the Napoleonic era at the Vienna Congress, Liechtenstein became a member of the<br />
German confederation until it was dissolved in 1866. During 1852 Liechtenstein entered<br />
into a Customs Treaty with the Austro-Hungarian Monarchy. After the collapse of the Donau<br />
Monarchy, Liechtenstein remained independent and in 1923 signed Customs Treaty with<br />
Switzerland and the Swiss franc has been the monetary unit of Liechtenstein since 1924.<br />
Taxation<br />
The taxation of domiciliary entities is restricted to a capital tax at a preferred rate of normally<br />
0.1% on capital paid in or invested assets and reserves, however, with a minimum tax of<br />
CHF1,000 per annum per entity. A stamp duty is levied during formation of the capital of a<br />
limited company, an establishment and trust enterprise, normally in an amount of 3%, for<br />
family foundations only 0.2% or a minimum of CHF200. A trust pays no duty. A reduction<br />
of duty may be applied for under certain Circumstances should the registered capital be<br />
higher than CHF 5 mio(1.5%) or more than CHF10 mio(1%).<br />
Liechtenstein has only one double taxation agreement with Austria. Local representation is<br />
required on the boards of all juridical persons and trusts and all entities must have a local<br />
representative.<br />
Summary<br />
Liechtenstein is the most sophisticated of all offshore centres, situated in the heart of<br />
Europe merely under two hours from Zurich Airport, with excellent telecommunications and<br />
supported by internationally renowned’, highly efficient Liechtenstein banks and service<br />
industries, with English widely spoken in addition to the native German dialect. Therefore<br />
it attracts substantial clients requiring a liberal and flexible company law allowing the<br />
formation of holding domiciliary companies, foundations and trust in a highly developed<br />
jurisdiction.<br />
Audit | Tax | Advisory | Risk<br />
40<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS LIECHTENSTEIN<br />
1 Types of company: (a) Type of company preferred for international transactions:<br />
Company limited by shares (joint stock corporation) -<br />
"Aktiengesellschaft".<br />
(b) Shareless companies: Establishment and Trust Enterprise (Trust<br />
reg) are most commonly used. The "Gesellschaft mit beschrankter<br />
Haftung" (GmbH) is widely used in the neighbour countries of<br />
Austria, Germany and Switzerland (similar to the US LLC), but is<br />
less popular.<br />
2 Capital requirements: Foundation, Establishment, Trust Enterprise: CHF 30,000 or EUR<br />
30,000 or USD 30,000.00. Company limited by shares: CHF<br />
50,000 or EUR 50,000 or USD 50,000.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
Varies<br />
4 Taxation rates applied to<br />
companies generally:<br />
5 Minimum number of<br />
members:<br />
From 1 January 2011, under the new tax law, profit is taxed at<br />
a rate of 12.5% (proportional tax rate, irrespective of intensity<br />
of profits and distribution); minimum tax CHF 1,200 per year,<br />
irrespective of legal form. Value Added Tax (VAT): Liechtenstein<br />
holding companies and domiciliary enterprises are exempt<br />
from VAT provided they have no domestic turnover. "Domestic"<br />
embraces the comman Swiss/Liechtenstein economic area.VAT<br />
is generally 8% from 1 January 2011 onwards.(a) The taxation of<br />
companies in 2(a):Seeabove<br />
At least two (see answer 9b).<br />
6 Directors and secretary: (a) Must there be a resident director/secretary? Yes, one board<br />
member must be a citizen of an EEA state, must fulfil certain<br />
educational requirements and have his permanent office within<br />
Liechtenstein.<br />
7 Annual meetings: Required for Establishment and Trust Enterprise if commercially<br />
active, always required for a Company Limited by Shares and the<br />
Gesellschaft mit beschrankter Haftung.<br />
8 Is an annual return filed<br />
with details of directors<br />
and members?<br />
No<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 41
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
21. LUXEMBOURG<br />
Geography, Location & General Information<br />
Luxembourg, officially the Grand Duchy of Luxembourg, is a landlocked country in western<br />
Europe, bordered by Belgium, France, and Germany. Luxembourg has a population of over<br />
half a million people in an area of approximately 2,586 square kilometers (999 sq mi). The<br />
country has a highly developed economy, with the world’s highest GDP (nominal) per capita<br />
according to the IMF.<br />
Luxembourg is a member of the European Union, NATO, OECD, the United Nations,<br />
Benelux, and the Western European Union, reflecting the political consensus in favour of<br />
economic, political, and military integration. The city of Luxembourg, the capital and largest<br />
city, is the seat of several institutions and agencies of the European Union.<br />
Political Structure<br />
Luxembourg is a parliamentary democracy headed by a constitutional monarch. Under the<br />
constitution of 1868, executive power is exercised by the Grand Duke and the cabinet, which<br />
consists of several other ministers. The Governor has the power to dissolve the legislature<br />
and reinstate a new one, as long as the Grand Duke has judicial approval. However, since<br />
1919, sovereignty has resided with the Supreme Court.<br />
Legislative power is vested in the Chamber of Deputies, a unicameral legislature of sixty<br />
members, who are directly elected to five-year terms from four constituencies. A second<br />
body, the Council of State (Conseil d’État), composed of twenty-one ordinary citizens<br />
appointed by the Grand Duke, advises the Chamber of Deputies in the drafting of legislation.<br />
The Grand Duchy has three lower tribunals (justices de paix; in Esch-sur-Alzette, the city<br />
of Luxembourg, and Diekirch), two district tribunals (Luxembourg and Diekirch) and a<br />
Superior Court of Justice (Luxembourg), which includes the Court of Appeal and the Court<br />
of Cassation. There is also an Administrative Tribunal and an Administrative Court, as well<br />
as a Constitutional Court, all of which are located in the capital.<br />
Audit | Tax | Advisory | Risk<br />
42<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS LUXEMBOURG<br />
1 Types of company: Corporations (societes anonymes - SA and societes eurapeennes<br />
- SE); private limited liability companies (societes a responsabilite<br />
limitee - SaRL); partnerships limited by shares (societes en<br />
commandite par actions - SCA); partnerships (societes en nom<br />
collectif - SNC); limited partnerships (societes en commandite<br />
simple - SCS); cooperative companies (societes cooperatives<br />
- Scoop); cooperative companies organised as an SA (societes<br />
cooperatives organisees comme des socetes anonymes); civil<br />
law companies (societes civiles - SC); economic interest grouping<br />
(groupements d'interet economique - GIE); European Economic<br />
interest grouping (groupement d'interet economique europeen -<br />
GEIE). (a) Type of company preferred for international transactions:<br />
SA, SaRL and SCA. (b) Shareless companies: SNC, SCS and Sc.<br />
2 Capital requirements: Share capital of all companies (except SNC, SCS, and SC - no<br />
minimal capital requirements) is divided into shares or units. SA<br />
and SCA: EUR 31 ,000; SE: EUR 120,000; SaRL.: EUR 12,500;<br />
SICAR: must reach EUR 1,000,000 within 12 months from its<br />
registration with the Luxembourg financial regulator.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
Fixed duty ofEUR 75<br />
4 Annual fees paid to<br />
authorities:<br />
5 Minimum number of<br />
members:<br />
Up to 0.2% (minimum EUR 70) of commercial profits realised in the<br />
penultimate year.<br />
SA and SE: one (no maximum); SaRL.: one (maximum of 40);<br />
SCA: two.<br />
6 Directors and secretary: Directors/managers must be appointed. A secretary is not a legal<br />
requirement.<br />
(a) Must there be a resident director/secretary? No.<br />
(b) Are corporate directors allowed? Yes. (SAs or SCAs, a<br />
permanent representative must be appointed).<br />
(c) Is a local registered agent required? A registered office in<br />
Luxembourg is required.<br />
(d) Are "shadow" directors required to be registered? Only where<br />
persons other than the official directors act as de facto directors.<br />
Shadow directors incur similar liability to directors/managers.<br />
7 Annual meetings: SAs, SCAs, and SaRLs must hold an AGM once a year.<br />
8 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Changes to the management of a company are required to be filed<br />
with the RCS and published in the Luxembourg Official Gazette<br />
shortly after the occurrence of a change.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 43
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
22. MADEIRA<br />
Geographical Location<br />
The Madeira archipelago is made up of the islands of Madeira, Porto Santo, Deserta and<br />
Selvageno. The name of the Group Island is taken from the largest island Madeira.<br />
The Madeiran Landmass encompasses approximately 300 square miles and is located in<br />
the Atlantic Ocean 625 miles from mainland Portugal and 545 miles from North Africa.<br />
The topography is mountainous and the highest point is 6,109 feet producing spectacular<br />
scenery and diverse vegetation.<br />
Taxation<br />
Madeira being a region of Portugal benefits from full membership of the European<br />
Community and also benefits from Portugal’s double taxation treaty network. Treaties are<br />
in place with Austria, Belgium, Brazil, Denmark, Finland, France, Germany, Italy, Holland,<br />
Norway, Spain, Switzerland, and the United Kingdom.<br />
Summary<br />
The attractions of Madeira as a financial center can be summarised as:-<br />
• Exemption from domestic Maderian and Portuguese taxation until 2011.<br />
• Exemption from Exchange Controls.<br />
• Full member of the European Community.<br />
• An extensive double taxation treaty network.<br />
• An established banking system.<br />
Audit | Tax | Advisory | Risk<br />
44<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS MADEIRA<br />
1 Types of company: Limited Liability Company/Limitada (Lda); Stock Corporations/<br />
Sociedades Anonimas (SA); Sociedades Unipessoais (SU):<br />
Companies with only one quota holder (in the case of an Lda<br />
company) or only one shareholder (in the case of an SA company);<br />
Pure Holding company/Sociedade Gestora de Participacoes<br />
Sociais (SGPS). (a) Type of company preferred for international<br />
transactions: Lda and SA (b) Shareless companies: No<br />
2 Capital requirements: For an SA EUR 50,000; For an Lda EUR 5,000; Shipping<br />
companies have no minimum capital requirements.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
EUR 500 or EUR 750, depending on whether the services of an<br />
operating managing company are being used.<br />
EUR 1,000 or EUR 1,500, depending on whether the services<br />
of an operating managing company are being used. Shipping<br />
companies pay EUR 1,500, while SGPS pay an additional 0.5% of<br />
profits from 2nd year, first EUR 1 million exempt up to a ceiling of<br />
EUR 30,000.<br />
Companies are generally taxed at a rate of 25% in Portugal and<br />
20% in Madeira. (a) The taxation of companies in 2(a): Licensed<br />
companies are subject to corporate tax of 4% from 2010 to 2012<br />
and 5% from 2013 to 2020. Such companies are required to have<br />
at least one employee and EUR 75,000 of minimum investment.<br />
These requirements are not applicable to SGPS (Portuguese pure<br />
holding companies), which are exempt from tax on dividends<br />
resulting from EU share holdings and on worldwide capital gains<br />
For an Lda: two. For an SA: five. For an SU: one.<br />
7 Directors and secretary: At least one director is required<br />
(a) Must there be a resident director/secretary? No.<br />
(b) Are corporate directors allowed? No<br />
(c) Is a local registered agent required? Registered office must be<br />
in Madeira.<br />
(d) Are "shadow" directors required to be registered? All directors<br />
are required to be registered.<br />
8 Annual meetings: Yes<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Yes<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 45
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
23. MARSHALL ISLANDS<br />
Geography, Location & General Information<br />
Marshall Islands is a group of atolls and reefs in the North Pacific Ocean, about one half of<br />
the way from Hawaii to Papua New Guinea. Marshall Islands attained independence in 1986<br />
after four decades under US Administration. The island covers a land area of 181.3 square<br />
kilometers including the atolls of Bikini,-Ene-wet-ak and Kwajalein. It has a few phosphate<br />
deposits, marine products and deep seabed minerals.<br />
Political & Legal system<br />
The Islands has a Constitutional Government in free association with the US. The President<br />
elected by the people is the Head of Government and the Chief of State. The Legal System<br />
is based on updated Trusted Territory laws, Acts of Legislature, Municipal, Common and<br />
Customary Laws.<br />
Advantages<br />
Corporate Law based on New York & Delaware.<br />
Corporate Status<br />
Corporate Laws allows for British or US Corporate Management Structure. Corporate Law<br />
is one of the most modern in the world.<br />
Audit | Tax | Advisory | Risk<br />
46<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS MARSHALL ISLANDS<br />
1 Types of company: Corporations, Partnerships, Limited Partnerships, Limited Liability<br />
Companies (LLCs) .<br />
(a) Type of company preferred for international transactions: All<br />
(b) Shareless companies: Partnerships, Limited Partnerships and<br />
Limited Liability Companies are all shareless entities.<br />
2 Capital requirements: None<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
The incorporation fee of USD 650 for Corporations and LLCs<br />
and USD 1,300 for Partnerships and Limited Partnerships is allinclusive.<br />
USD 450 for Corporations and LLCs, and USD 900 for<br />
Partnerships and Limited Partnerships, due on the anniversary of<br />
incorporation/formation. Annual fees are all inclusive.<br />
All are statutorily exempt from taxation in the Marshall Islands.<br />
(a) The taxation of companies in 2(a): All are statutorily exempt<br />
from taxation in the Marshal/Islands.<br />
One shareholder is required for Corporations. One member is<br />
required for LLCs. Two partners for Partnerships and Limited<br />
Partnerships.<br />
7 Directors and secretary: One director and a company secretary are required for<br />
Corporations<br />
8 Amount of fees payable N/A<br />
to appointee directors/<br />
secretary:<br />
9 Annual meetings: Meetings can take place anywhere in the world. Telephone<br />
meetings are also possible. Action may be taken by unanimous<br />
written consent.<br />
10 Is an annual return filed<br />
with details of directors<br />
and members?<br />
No<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 47
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
24. NEVIS<br />
Geography, Location & General Information<br />
Nevis is situated at 17 north latitude and 52 west longitude and is located in the Leeward<br />
Islands approximately 1200 miles southeast of Miami. Mount Nevis lies in the centre of<br />
the 93 sq kms Island aid towers 3,265 feet (982 meters) . Columbus sighted and named<br />
the Island on his second voyage in 1493. The climate is nearly perfect and the variation in<br />
altitude and soil conditions creates a natural garden of tropical vegetation ranging from rain<br />
to near desert.<br />
Taxation<br />
<strong>Offshore</strong> companies are exempt from all forms of Nevis taxation. Local companies are liable<br />
to a 50% tax on profits unless a tax concession has been granted. The Federation of St.<br />
Kitts and Nevis is party to double taxation treaties with Denmark, New Zealand, Norway,<br />
Sweden, Switzerland and the United Kingdom.<br />
Summary<br />
The attractions of Nevis as a financial centre can be summarized as:-<br />
• No taxes are levied in Nevis upon income, dividends or distribution of a Nevis<br />
company which are not earned in the Island<br />
• Corporate financial returns need not be filed<br />
• The company records and its principal office may be located anywhere<br />
• A foreign company may transfer domicile to Nevis and a Nevis company may transfer<br />
to a foreign jurisdiction<br />
Audit | Tax | Advisory | Risk<br />
48<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS NEVIS<br />
1 Types of company: Non resident exempt companies (NBCOs), limited liability<br />
companies (LLCs).<br />
(a) Type of company preferred for international transactions: Both<br />
types.<br />
(b) Shareless companies: Limited liability companies are share-less<br />
entities.<br />
2 Capital requirements: No paid-in capital requirements exist for NBCOs or LLCs.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
USD 220 government fee for both NBCOs and LLCs.<br />
USD 220 government fee for both NBCOs and LLCs.<br />
The tax rate in Nevis for local operating companies is 35% unless<br />
a tax concession is granted by government.<br />
(a) The taxation of companies in 2(a): Both types are exempt from<br />
all Nevis taxation.<br />
For NBCOs, one shareholder. For LLCs, one member<br />
7 Directors and secretary: A minimum of one director is permitted when there is one<br />
shareholder of an NBCO. Every NBCO must maintain a president,<br />
secretary and treasurer or a managing director and secretary.<br />
(a) Must there be a resident director/secretary? There are no<br />
residency requirements for directors, officers, members or<br />
managers. (b) Are corporate directors allowed? Corporate<br />
directors and secretary are permitted. LLCs may have officers as it<br />
deems necessary<br />
(c) Is a local registered agent required? A registered office is not<br />
required. Every NBCO and LLC must maintain a registered agent<br />
in Nevis. Brass plate registered agents are not permitted. The<br />
registered office must be that of a qualified entity or professional<br />
licensed by the government, with ECD 500,000 paid in capital.<br />
(d) Are "shadow" directors required to be registered? "Shadow"<br />
directors are not recognised in Nevis.<br />
8 Annual meetings: Meetings of shareholders and directors should be held for NBCOs.<br />
Meetings for LLCs are held as determined by the members.<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
No annual returns of any nature are required for NBCOs or LLCs<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 49
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
25. PANAMA<br />
Geography, Location & General Information<br />
The Republic of Panama, with an area of approximately 78200 sq.kms, located between<br />
Costa Rica and Colombia, forms the narrowest and lowest portion of the Isthmus that links<br />
North and South America.<br />
Panama is shaped like an elongated letter ‘S’ which extends west to east some 420<br />
miles(676 kms), the country has a width that varies between 31 and 115 miles (50 and 185<br />
kms) and has a coastline of 490 miles (788 kms)on the Atlantic Ocean and 870 miles (1,400<br />
kms) on the Pacific Ocean. The Canal, which joins the Atlantic and the Pacific Oceans, is<br />
about 50 miles (80kms) long.<br />
Summary<br />
The attractions of Panama as a financial centre may be summarized as:-<br />
• Immediate Company availability<br />
• Non-disclosure of beneficial ownership<br />
• A well developed professional infrastructure<br />
• Well established banking system with strong international connections<br />
• Exemption from taxes on income arising outside Panama<br />
• Flag of convenience for shipping<br />
Audit | Tax | Advisory | Risk<br />
50<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS PANAMA<br />
1 Types of company: Corporations (Societes Anonymes with Limited Liability); Private<br />
Foundations, Limited Liability Company (S.R.L).<br />
(a) Type of company preferred for international transactions:<br />
Corporations and Private Foundations<br />
(b) Shareless companies: Not requested by clients for carrying out<br />
international transactions.<br />
2 Capital requirements: No minimum paid-in capital required<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
USD 60 for a minimum capital of USD 10,000 plus first year annual<br />
franchise tax of USD 250, plus USD 60 notarial expensed.<br />
USD 300 (annual franchise tax) irrespective of the level of the<br />
authorised share capital.<br />
No tax on any transactions or business activities carried on outside<br />
Panama; no tax on any foreign source income. Local income tax<br />
rate 30%.<br />
(a) The taxation of companies in 2(a):<br />
One<br />
7 Directors and secretary: Three directors and three officers minimum (they can be the same);<br />
either individual or corporate. A president, treasurer and secretary<br />
are required. One corporate council member or three individual<br />
members is enough for Private Foundations.<br />
8 Amount of fees payable<br />
to appointee directors/<br />
secretary:<br />
Varies from USD 500 to USD 700 per year (three directors/three<br />
officers).<br />
9 Annual meetings: Shareholders/board meetings - as established in the articles of<br />
incorporation. May be held anywhere in the world. No periodic<br />
meetings are required by law<br />
10 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Not for offshore companies and Private Foundations. Required<br />
only for companies operating inside the Panamanian territory.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 51
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
26. RAS AL KHAIMAH<br />
Geography, Location & General Information<br />
Ras al-Khaimah is one of the emirates of the United Arab Emirates (UAE), in the east of the<br />
Persian Gulf. It is in the northern part of the UAE bordering Oman. The capital city and home<br />
of most residents is also called Ras al-Khaimah. The city has two main sections, Old Ras Al<br />
Khaimah and Nakheel, on either side of a creek.<br />
The provisions of the Ras Al Khaimah Free Trade Zone <strong>International</strong> Companies Regulations<br />
came into operation on 17 September 2006. These Regulations are made by the Chairman<br />
of the Ras Al Khaimah Free Trade Zone Authority in accordance with the authority given to<br />
him by Ras Al Khaimah Decree dated 1 May 2000 concerning the Establishment of Free<br />
Zones in the Emirate of Ras Al Khaimah and Ras Al Khaimah Decree dated 7 June 2005<br />
concerning the Registration of <strong>Offshore</strong> Companies.<br />
Language<br />
The official language of the UAE is Arabic, although English is widely used in business<br />
circles. A significant portion of the expatriate population also speaks Hindi, Malayalam,<br />
Tamil, Urdu, Bengali, Persian and other languages of the subcontinent.<br />
Features<br />
• Absolute privacy, confidentiality and protection of assets and information.<br />
• 100% foreign ownership.<br />
• Ability to maintain bank accounts in the UAE<br />
• Choice of law (common law, civil law or any jurisdiction of your choice)<br />
• Own real properties in the UAE<br />
• No AGM or local director/shareholder requirements.<br />
• Total tax and duty exemption.<br />
Audit | Tax | Advisory | Risk<br />
52<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS RAS AL KHAIMAH<br />
1 Types of company: (a) Type of company preferred for international transactions:<br />
<strong>International</strong> Company (<strong>Offshore</strong>).<br />
2 Capital requirements: No minimum capital is required for the establishment of offshore<br />
company.<br />
3 Fees paid to authorities <strong>Offshore</strong> Companies:AED 2,500.<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
<strong>Offshore</strong> Companies:AED.2,200<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
0% in RAK.<br />
(a) The taxation of companies in 2(a):<br />
One<br />
7 Directors and secretary: (a) Must there be a resident director/secretary?A director is<br />
required.<br />
(b) Are corporate directors allowed? Yes (c) Is a local registered<br />
agent required? Yes<br />
(d) Are "shadow" directors required to be registered? No<br />
8 Annual meetings: No<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
No<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 53
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
27. RAS AL KHAIMAH<br />
INVESTMENT AUTHORITY<br />
Geography, Location & General Information<br />
Ras al-Khaimah is one of the emirates of the United Arab Emirates (UAE), in the east of the<br />
Persian Gulf. It is in the northern part of the UAE bordering Oman. The capital city and home<br />
of most residents is also called Ras al-Khaimah. The city has two main sections, Old Ras Al<br />
Khaimah and Nakheel, on either side of a creek.<br />
The RAK Investment Authority (RAKIA) was constituted as per Emiri Decree No. (2)/ 2005<br />
issued by H.H. Sheikh Saqr Bin Mohammed Al Qasimi, Supreme Council Member and<br />
Ruler of Ras Al Khaimah. The RAK Investment Authority (RAKIA) launched the <strong>International</strong><br />
Business Company concept in January 2007. These IBC’s are regulated by the <strong>International</strong><br />
Business Company Regulation 2006 – RAK investment Authority.<br />
RAKIA is an investment behemoth which has structured itself along 8 strategic business<br />
units viz; (1) Industrial Parks (2) Education/ Technology (3) Real Estate (4) Transportation (5)<br />
Investments (6) Manufacturing & Energy (7) RAK <strong>Offshore</strong> and (8) RERA.<br />
Language<br />
The official language of the UAE is Arabic, although English is widely used in business<br />
circles. A significant portion of the expatriate population also speaks Hindi, Malayalam,<br />
Tamil, Urdu, Bengali, Persian and other languages of the subcontinent.<br />
Features<br />
• 100% foreign ownership.<br />
• The offshore company will be exempt from all corporate and income taxes.<br />
• There are no foreign currency restrictions.<br />
• Full repatriation of the offshore companies profits and capital is allowed.<br />
• The setting-up costs are less that of an onshore company.<br />
• There is no onshore office and accordingly, there are no employees and related<br />
costs.<br />
• Only minimum capital is required to set-up an offshore company.<br />
• The offshore company can own interest in real estate (as approved by the relevant<br />
authority where the offshore company is registered) in the UAE and can act as a<br />
Holding.<br />
Audit | Tax | Advisory | Risk<br />
54<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS RAS AL KHAIMAH INVESTMENT AUTHORITY<br />
1 Types of company: <strong>Offshore</strong><br />
2 Capital requirements: AED 10,000 for <strong>Offshore</strong><br />
3 Fees paid to authorities AED 4,000<br />
to incorporate:<br />
4 Annual fees paid to <strong>Offshore</strong> Companies: AED 2,500<br />
authorities:<br />
5 Taxation rates applied to No<br />
companies generally:<br />
6 Minimum number of One<br />
members:<br />
7 Directors and secretary: One<br />
8 Annual meetings: No<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
No<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 55
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
28. SAMOA<br />
Geography, Location & General Information<br />
Western Samoa, which comprises two large islands and seven smaller islands, is situated<br />
in the centre of the South Pacific Ocean, approximately equidistant between Honolulu and<br />
Sydney and immediately east of the <strong>International</strong> Date Line. The Islands have a total land<br />
area of approximately 2727 square kilometers. Inland, the islands are mountainous with<br />
dense tropical vegetation. The coastal areas are more undulating and have been cultivated<br />
for agriculture. There are many beautiful white sandy beaches that are protected by the<br />
coral reefs surrounding the Islands. The island of Upola is the most developed island. The<br />
administrative and commercial centre is situated in its capital, Apia.<br />
Taxation<br />
Western Samoa is not a party to any double taxation agreements.<br />
Special Features<br />
The legislation incorporates some of the most up-to-date features of offshore legislation<br />
including a number of special provisions which provide considerable flexibility and unique<br />
benefits for offshore corporate structures.<br />
Summary<br />
The attractions of Western Samoa as an offshore financial centre can be summarized as:-<br />
• Exemption from all Western Samoa taxes<br />
• Modern offshore legislation providing maximum flexibility<br />
• Exemption from exchange control<br />
• An established domestic banking system with proven international connections<br />
• A well developed economic and commercial infrastructure<br />
• Immediate company availability<br />
Audit | Tax | Advisory | Risk<br />
56<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS SAMOA<br />
1 Types of company: (a) Type of company preferred for international transactions:<br />
Various types of international companies are available, <strong>International</strong><br />
Business Companies (IBC), other preferred types of company<br />
include companies limited by shares, companies limited by<br />
guarantee, hybrids (limited by both shares and guarantee),<br />
US styled Limited Life Companies (LLCs) creditor controlled<br />
companies and segregated fund international companies.<br />
There are also long term companies for five, ten or 20 years for<br />
discounted fees, and companies can also have their names and<br />
Memorandum and Articles of Association in the Chinese language.<br />
(b) Shareless companies:Shareless companies are permitted and<br />
also referred to as creditor controlled companies.<br />
2 Capital requirements: There are no minimum capital requirements and shares may be<br />
of no par value. There is no need to have paid-up capital if the<br />
company is a creditor controlled company. Partly paid-up shares<br />
are permitted.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
USD 300 for one year (USD 100 for companies that re-domicile<br />
into Samoa); USD 1,000 for five years, USD 1,500 for ten years,<br />
USD 2,000 for 20 years. These fees do not change with increases<br />
in authorised capital.<br />
As above.<br />
(a) The taxation of companies in 2(a): <strong>International</strong> companies - nil.<br />
All entities registered under the offshore legislation are exempt<br />
from taxes, stamp duties and other government levies.<br />
One. For shareless companies, none.<br />
7 Directors and secretary: Every international company must have at least one director and<br />
one secretary. Directors and secretaries may be incorporated<br />
bodies.<br />
8 Annual meetings: Annual meetings are not required, when held they can be<br />
anywhere in the world or may be held electronically.<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Not required.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 57
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
29. SEYCHELLES<br />
Geography, Location & General Information<br />
The Seychelles group of islands in the Indian ocean comprises over one hundred islands,<br />
most being situated between four and five degrees south of the equator. The largest island<br />
is Mahe and, despite its proximity to the equator, its climate is surprisingly agreeable, not<br />
being subject to extremes of temperature or humidity.<br />
Taxation<br />
Residents of Seychelles are subject to Income Tax and Social Security payments.<br />
Companies incorporated within the legal framework of the Seychelles Free Trade Zone<br />
and having a physical presence there, benefit from a package of tax incentives, including<br />
no corporation Tax on profits and no withholding Tax on dividend payments. Companies<br />
incorporated under the international Business companies Act of 1994 are exempt from any<br />
form of Taxation as long as they meet certain criteria.<br />
Summary<br />
The attraction of the Seychelles and the Seychelles <strong>International</strong> Business Companies Act<br />
can be summarized as:-<br />
• Political and economic stability<br />
• Excellent communications<br />
• Well established professional and commercial infrastructure<br />
• Well developed banking system with strong <strong>International</strong> connections<br />
• Excellent company law, offering maximum flexibility<br />
• Bearer shares<br />
• Immediate company availability<br />
Audit | Tax | Advisory | Risk<br />
58<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS SEYCHELLES<br />
1 Types of company: Domestic Companies, <strong>International</strong> Business Companies (IBC),<br />
Companies (Special Licence) (CSL), Protected Cell Companies<br />
(PCC) (a) Type of company preferred for international transactions:<br />
IBC.<br />
(b) Shareless companies: IBC<br />
2 Capital requirements: No minimum paid-up capital requirements.<br />
3 Fees paid to authorities IBC - USD 100; CSL - USD 1,200; PCC USD 1,200.<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
IBC - USD I 00 ; CSL - USD 1,000 ; PCC - USD 1,000.<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
Domestic Companies are taxed at 25% or 33%. IBCs are tax<br />
exempt; CSLs are taxed at 1.5% on worldwide income; PCCs are<br />
taxed at the domestic tax rate unless it is licensed as a CSL<br />
(a) The taxation of companies in 2(a): Exempt from taxes.<br />
IBC - One, CSL and PCC - Two.<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? All companies<br />
require a resident secretary but not resident director.<br />
(b) Are corporate directors allowed? IBC - Yes; CSL and PCC -<br />
No.<br />
(c) Is a local registered agent required? Yes<br />
8 Annual meetings: AGM of shareholders required within 18 months of incorporation<br />
and subsequently no more than 15 months between AGMs.<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
IBC - No; CSL - Yes but kept at the Authority; PCC - only details<br />
of Directors required.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 59
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
30. ST. VINCENT & THE GRENADINES<br />
Geography, Location & General Information<br />
The Islands are located in the Caribbean Sea north of Trinidad and Tobago. Disputed<br />
between France and Great Britain in the 18th Century, St. Vincent was ceded to the latter<br />
in 1783. Autonomy was granted in 1969 and independence in 1979. It has an area of 389<br />
square kilometers. The climate is tropical with very little temperature variation.<br />
Language<br />
English and French Patois are spoken.<br />
Political System<br />
The Islands follow the British Westminster System with Queen Elizabeth II as the Chief<br />
of State represented by the Governor General. The Head of State is the Prime Minister<br />
supported by a cabinet appointed by the Governor General on the advice of the Prime<br />
Minister. The House of Assembly has 21 seats, 15 elected and 6 nominated to serve 5 year<br />
terms.<br />
Economy<br />
Agriculture dominated by banana crop is the most important sector of this lower middle<br />
income economy. The continuous dependence on a single crop is the biggest obstacle to<br />
the island’s development. Tourism has considerable potential for development over the next<br />
decade. The small offshore Financial Sector whose particularly restrictive secrecy laws has<br />
caused some international concern. The Islands are noted as a trans-shipment point for<br />
South American drugs destined for the US and the Europe.<br />
Audit | Tax | Advisory | Risk<br />
60<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS ST VINCENT<br />
1 Types of company: Under the Companies Act, No.8 of 1994 - External Companies<br />
incorporated outside of St Vincent and the Grenadines can apply<br />
to be registered in the jurisdiction. The Act also provides for<br />
continued companies and non-prort companies.<br />
(a) Type of company preferred for international transactions:<br />
<strong>International</strong> Business Companies, (IBC) Limited Duration<br />
Companies (LDC), Segregated Cell Companies (SCC), Limited<br />
Liabilities Companies (LLCs).<br />
(b) Shareless companies: Same as in (a) above.<br />
2 Capital requirements: No minimum required<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
<strong>International</strong> Business Companies - USD 125, Segregated Cell<br />
Companies (SCC) - USD500.<br />
<strong>International</strong> Business Companies (IBC) - USD 100 plus a penalty<br />
of one twelfth per month late fee. SCC, variable annual fee (per<br />
cell) - USD 300.<br />
Local companies - 40%<br />
(a) The taxation of companies in 2(a): An <strong>International</strong> Business<br />
Company has an option to pay 1 % tax on annual prort.<br />
One<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? No<br />
(b) Are corporate directors allowed? Yes<br />
(c) Is a local registered agent required? Yes.<br />
(d) Are "shadow" directors required to be registered? N/A<br />
8 Is an annual return filed No<br />
with details of directors<br />
and members?<br />
9 Accounts: (a) Must financial statements of a company be audited: No<br />
(b) Are annual accounts filed with annual returns? N/A<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 61
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
31. SWITZERLAND<br />
Geographical Location<br />
Switzerland is a small, multi-lingual country in central Europe, famous for its marvelous<br />
mountain scenery and unique banking facilities. The country is a federal republic and is<br />
officially known as the Swiss Confederation. The total area is 41,295 square kilometers<br />
(15,940 square miles). On the north, the country is bordered by Germany, in the West by<br />
France, on the south by Italy, and the east by Austria and Liechtenstein. Lake Contance and<br />
the Rhine form part of the northern border, with the Rhine, which rises in the central Swiss<br />
Alps, also forming part of the eastern boundary. The Jura Mountains form the west border,<br />
and Lake Geneva and the Italian Alps the south. The capital is located at Berne.<br />
Located at a vital crossroad in Europe, Switzerland is an important centre for international<br />
trade, transport, banking and tourism. Berne is its federal capital, but Zurich is its main city<br />
followed by Basle and Geneva. Switzerland is divided into 26 cantons and every canton has<br />
a different taxation system.<br />
Special Features<br />
Some cantons provide low taxation which are of interest to foreign investors. Due to<br />
the economic situation, some cantons offer incentives for manufacturing companies in<br />
providing plant infrastructure, favorable loans<br />
and reduced levels of taxation.<br />
Summary<br />
The attractions of Switzerland can be summarized as:-<br />
• A long history of social, political economic stability<br />
• A well-known domestic banking system with international business relations<br />
• Exemption from exchange controls<br />
• Very well developed, high technology, economic and commercial infrastructure<br />
• Nominee services are available on fiduciary<br />
Audit | Tax | Advisory | Risk<br />
62<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS SWITZERLAND<br />
1 Types of company: Various types - Contact <strong>Crowe</strong> <strong>Horwath</strong><br />
2 Capital requirements: AG: Minimum statutory requirements is CHF 100,000. A least<br />
20% of the par value of each share must be paid in at the time of<br />
incorporation and the overall paid-in capital must be equal at least<br />
to CHF 50,000. GmbH: Minimum statutory requirement is CHF<br />
20,000 which must be fully paid in.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
The Register of Commerce charges a fee for the incorporation<br />
which varies from canton to canton and is based on the amount of<br />
the share capital of the corporation.<br />
None, but companies are subject to annual taxation.<br />
Corporate income tax is levied at federal, cantonal and municipal<br />
levels.<br />
One.<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? Yes. The company<br />
must always be legally represented by at least one person who is<br />
resident in Switzerland.<br />
8 Annual meetings: Yes. To be held within six months after the close of the fiscal year.<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
No, but directors are registered with the Register of Commerce<br />
which is public.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 63
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
32. TURKS & CAICOS ISLANDS<br />
Geography, Location & General Information<br />
The Islands were under the Jamaican jurisdiction until 1962, when they assumed the status<br />
of a Crown Colony. The Governor of Bahamas oversaw the affairs from 1965 to 1973.<br />
Although independence was agreed upon in 1982, the policy was reversed and the islands<br />
are presently a British Overseas Territory. The Island is situated in the Caribbean, and<br />
consists of two island groups in the North Atlantic Ocean, Southeast of the Bahamas. It<br />
covers an area of 430 square kilometers. It has a coastline of 389 kilometers. The climate<br />
is tropical, moderated<br />
by trade winds and is relatively dry.<br />
Political status<br />
The island is an overseas territory of the United Kingdom. Queen Elizabeth II is the Chief of<br />
State represented by the Governor. The Chief Minister is appointed by the Governor and<br />
is assisted by 19 members, out of which 13 are elected to hold office for a four year term.<br />
Legal status<br />
The legal system is based on laws of England and Wales with a small number adapted from<br />
Jamaica and the Bahamas.<br />
The advantages of an IBC in Turks and Caicos are:<br />
• Fore Runner of both BVI and Bahamas.<br />
• Company totally dependent on clients requirement.<br />
• Flexible Legislation.<br />
• No income tax or capital taxes.<br />
• 20 year guarantee from taxation<br />
• Very quick formation procedure.<br />
Audit | Tax | Advisory | Risk<br />
64<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS TURKS AND CAICOS<br />
1 Types of company: (a) Type of company preferred for international transactions:<br />
Exempt, Ordinary, Limited Life, Limited Partnerships, Foreign<br />
Exempt and Foreign Ordinary.<br />
(b) Shareless companies: Yes, companies limited by guarantee,<br />
unlimited companies.<br />
2 Capital requirements: No minimum.<br />
3 Fees paid to authorities Ordinary: USD300, Exempt: 250.<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
Ordinary: USD300, Exempt USD: 350.<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
N/A<br />
(a) The taxation of companies in 2(a): N/A<br />
There is no required amount<br />
7 Directors and secretary: Yes<br />
(a) Must there be a resident director/secretary? Yes.<br />
(b) Are corporate directors allowed? Yes<br />
(c) Is a local registered agent required? Yes for all Exempt and<br />
Foreign Companies.<br />
(d) Are "shadow" directors required to be registered? N/A<br />
8 Annual meetings: Yes<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
Yes<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 65
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
33. URUGUAY<br />
Geography, Location & General Information<br />
At 176,214 km2 of continental land 142,199 km2 of jurisdictional water and small river<br />
islands, Uruguay is the second smallest sovereign nation in South America (after Suriname)<br />
and the third smallest territory (French Guiana is the smallest). The landscape features<br />
mostly rolling plains and low hill ranges (cuchillas) with a fertile coastal lowland.<br />
A dense fluvial network covers the country, consisting of four river basins or deltas; the Río<br />
de la Plata, the Uruguay River, the Laguna Merín and the Río Negro. The major internal river<br />
is the Río Negro (‘black river’). Several lagoons are found along the Atlantic coast.<br />
The highest point in the country is the Cerro Catedral whose peak reaches to 514 metres<br />
AMSL in the Sierra Carapé hill range. To the southwest is the Río de Plata, the estuary of the<br />
Uruguay River which forms the western border, and the Paraná River.<br />
Montevideo is the southernmost capital city in the Americas, and the third most southerly<br />
in the world (only Canberra and Wellington are further south).<br />
Uruguay has 660 km of coastline.<br />
There are nine National Parks in Uruguay. Five are in the wetland areas of the east, three in<br />
the central hill country and one in the west along the Rio Uruguay.<br />
Audit | Tax | Advisory | Risk<br />
66<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS URUGUAY<br />
1 Types of company: (a) Type of company preferred for international transactions:<br />
Domestic companies limited by shares (SA) are allowed to act<br />
inside and out of the country and are preferred for international<br />
transaaions and for trading operations. Shares can be nominative,<br />
registered or bearer.<br />
(b) Shareless companies: Limited liability companies (SRL). These<br />
are normally used onshore, but can also undertake offshore<br />
aaivities.<br />
2 Capital requirements: There is no maximum or minimum capital for companies limited by<br />
shares. The capital must be in Uruguayan Pesos.<br />
3 Fees paid to authorities<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
A license fee of USD500 (a fixed annual tax).<br />
None, except taxes<br />
Varies<br />
Two founders for incorporation. After incorporation is finished, the<br />
capital can be held by only one shareholder.<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? Not necessary but<br />
convenient<br />
(b) Are corporate directors allowed? Yes<br />
8 Annual meetings: They must be held in Uruguay. Shareholders may be represented<br />
by proxies.<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
An annual return is required but details of direaors and members<br />
are not necessary, it is purely for tax purposes<br />
10 Accounts: (a) Must financial statements of a company be audited: No<br />
(b) Are annual accounts filed with annual returns? Depends on the<br />
individual case.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 67
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
34. VANUATU<br />
Geographical Location<br />
Vanuatu is a group of islands in the South Pacific Ocean, about three quarters of the way<br />
from Hawaii to Australia. It has an area of 14,760 square kilometers and includes more than<br />
80 islands.<br />
Advantages of Vanuatu<br />
• Modern Flexible <strong>International</strong> Companies Act.<br />
• Good Time Zone for the Far East distancing from European.<br />
• No Income tax or Corporate Taxes, no estate duty or capital gains tax. 20 years<br />
guarantee of no taxes for <strong>International</strong> Companies.<br />
Audit | Tax | Advisory | Risk<br />
68<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
SN DETAILS VANUATU<br />
1 Types of company: Exempted (EC) <strong>International</strong> (IC) and Local (LC).<br />
(a) Type of company preferred for international transactions: IC and<br />
EC (for specific licenses).<br />
(b) Shareless companies: No<br />
2 Capital requirements: None.<br />
3 Fees paid to authorities USD 150 (IC) - USD2,500 (including special licences).<br />
to incorporate:<br />
4 Annual fees paid to<br />
authorities:<br />
USD300 (IC) - USD2,500 (including special licenses).<br />
5 Taxation rates applied to<br />
companies generally:<br />
6 Minimum number of<br />
members:<br />
Nil<br />
(a) The taxation of companies in 2(a): Nil<br />
LC and EC: Two; IC: One.<br />
7 Directors and secretary: (a) Must there be a resident director/secretary? LC and EC: Yes;<br />
IC: No<br />
(b) Are corporate directors allowed? Yes<br />
(c) Is a local registered agent required? Yes for IC.<br />
(d) Are "shadow" directors required to be registered? N/A<br />
8 Annual meetings: Yes<br />
9 Is an annual return filed<br />
with details of directors<br />
and members?<br />
LC and EC: Yes; IC: No.<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 69
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
AUDIT OFFICES - HORWATH MAK<br />
DUBAI HEADQUARTERS<br />
Level 21, The Prism,<br />
Business Bay<br />
Sheikh Zayed Road,<br />
P.O. Box: 6747, Dubai, UAE<br />
T: +971 4 447 3951<br />
F: +971 4 447 3961<br />
Contact Person: Zayd Maniar<br />
E: zayd.maniar@crowehorwath.ae<br />
JEBEL ALI<br />
LOB 16,Office No. 16309<br />
P.O. Box: 262794, Jebel Ali, UAE<br />
T: +971 4 881 0902<br />
F: +971 4 881 0906<br />
Contact Person: James Mathew<br />
E: james.mathew@crowehorwath.ae<br />
DUBAI INTERNATIONAL FINANCIAL CENTRE (DIFC)<br />
203 Liberty House,<br />
P.O. Box: 506705, Dubai, UAE<br />
T: +971 4 325 9900<br />
F: +971 4 325 9911<br />
Contact Person: Saad Maniar<br />
E: saad.maniar@crowehorwath.ae<br />
DUBAI MULTI COMMODITIES CENTRE (DMCC)<br />
Unit 28-G, AU Tower, Jumeirah Lakes Towers<br />
P.O. Box: 93084, Dubai, UAE<br />
T: + 971 4 453 9505<br />
F: +971 4 4539605<br />
Contact Person: Nimish Makvana<br />
E: nimish.makvana@crowehorwath.ae<br />
SHARJAH<br />
Suite 1501-1502, Golden Tower,<br />
P.O. Box: 6954, Sharjah, UAE<br />
T: +971 6 544 4344<br />
F: +971 6 573 0741<br />
Contact Person: Atik Munshi<br />
E: atik.munshi@crowehorwath.ae<br />
HAMRIYAH FREE ZONE<br />
LOB 2, G-16, Hamriyah Free Zone,<br />
P.O. Box: 49578, Sharjah, UAE<br />
T: +971 6 526 2031<br />
F: +971 6 526 2034<br />
Contact Person: Saji George<br />
E: saji.george@crowehorwath.ae<br />
ABU DHABI<br />
Office suite 602, 6th Floor, Tessco (UTS Carrier)<br />
Building, Electra Street,<br />
P.O. Box: 109460, Abu Dhabi, U.A.E.<br />
T: +971 2 678 1130<br />
F: +971 2 678 1170<br />
Contact Person: Najib Sayegh<br />
E: najib.sayegh@crowehorwath.ae<br />
AL AIN<br />
F 6 Omeir Travel Agency Bldg. Street 114,<br />
Abu Baker Siddiq St.,<br />
P.O. Box: 67461, Al Ain, UAE<br />
T: +971 3 766 6395<br />
F: +971 3 766 6394<br />
Contact Person: Abraham K. Mathew<br />
E: abraham.mathew@crowehorwath.ae<br />
FUJAIRAH<br />
51, Fujairah Insurance Bldg,<br />
P.O. Box: 1650, Fujairah, UAE<br />
T: +971 9 222 2005<br />
F: +971 9 222 3335<br />
Contact Person: Surya Narayan<br />
E: surya.narayan@crowehorwath.ae<br />
RAS AL KHAIMAH<br />
F-26, BC#1, Business Park, RAK Free Zone,<br />
P.O. Box: 16086, Ras Al Khaimah, UAE<br />
T: +971 7 204 6434<br />
F: +971 7 204 6435<br />
Contact Person: Atik Munshi<br />
E: atik.munshi@crowehorwath.ae<br />
Audit | Tax | Advisory | Risk<br />
70<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
CONSULTING OFFICES<br />
Dubai<br />
<strong>Horwath</strong> Mak Business Consulting<br />
1403, 14th Floor, Al Reem Tower,<br />
Al Maktoum Street, Deira<br />
P.O. Box: 82315, Dubai, UAE<br />
Tel. +971.4.2367588<br />
Fax +971.4.2367589<br />
Contact Person: Ilyas Manjra<br />
E: ilyas.manjra@crowehorwath.ae<br />
DUBAI<br />
<strong>Horwath</strong> Mak <strong>International</strong> Consulting<br />
401, ART Tower, Al Mina Road, Bur Dubai,<br />
P.O. Box: 118863, Dubai, UAE<br />
T: +971 4 393 0101<br />
F: +971 4 393 1513<br />
Contact Person: James Mathew<br />
E: james.mathew@crowehorwath.ae<br />
DUBAI<br />
<strong>Horwath</strong> (UAE) Consulting<br />
Level 21, The Prism, Business Bay<br />
Sheikh Zayed Road,<br />
P.O. Box: 6747, Dubai, UAE<br />
T: +971 4 447 3959<br />
F: +971 4 447 3961<br />
Management Consultancy<br />
Contact Person: Shashi Ashok<br />
E: shashi.ashok@crowehorwath.ae<br />
Information Technology<br />
Contact Person: Binit Shah<br />
E: binit.shah@crowehorwath.ae<br />
<strong>International</strong> Taxation<br />
Contact Person: Farooq Ladha<br />
E: farooq.ladha@crowehorwath.ae<br />
Islamic Finance<br />
Contact Person: Furqan Ahmad<br />
E: furqan.ahmad@crowehorwath.ae<br />
SHARJAH<br />
<strong>Horwath</strong> (UAE) Consulting<br />
1501 & 1502, Golden Tower, Buhairah Corniche<br />
P.O. Box: 6954, Sharjah, UAE<br />
T: +971 6 544 4344<br />
F: +971 6 573 0741<br />
Contact Person: Mahinda Medagedara<br />
E: mahinda.meda@crowehorwath.ae<br />
DUBAI<br />
<strong>Horwath</strong> Mak Executive Resourcing<br />
Level 21, The Prism, Business Bay,<br />
Sheikh Zayed Road<br />
P.O. Box: 62303, Dubai, UAE<br />
T: +971 4 447 3852<br />
F: + 971 4 447 3862<br />
Contact Person: Robert Richards<br />
E: robert.richards@crowehorwath.ae<br />
Audit | Tax | Advisory | Risk<br />
© 2013 <strong>Horwath</strong> Mak 71
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
OVERSEAS OFFICES<br />
OMAN<br />
<strong>Horwath</strong> Mak Ghazali LLC<br />
8th Floor, Trade Center, MBD East<br />
P.O. Box: 971, P C 131, Muscat, Sultanate of Oman<br />
T: +968 2481 3989/87/83<br />
F: +968 2481 3915<br />
Contact Person: Davis Kallukaran<br />
E: davis.kallukaran@crowehorwath.om<br />
OMAN<br />
<strong>Horwath</strong> Mak Ghazali LLC (Business Consulting)<br />
8th Floor, Trade Center, MBD East<br />
P.O. Box: 971, P C 131, Muscat,<br />
Sultanate of Oman<br />
T: +968 2481 3989/87/83<br />
F: +968 2481 3915<br />
Contact Person: Amarjeet Majumdar<br />
E: amarjeet.majumdar@crowehorwath.om<br />
AZERBAIJAN REPUBLIC<br />
Mak Azerbaijan Limited<br />
Suite 19-20, Building 2, Saiyan Road 2,<br />
P.O. Box: AZ 1023, Baku,<br />
Azerbaijan Republic<br />
T: +99412 492 7856<br />
F: +99412 437 4126<br />
Contact Person: Zamin Husseynov<br />
E: zamin.husseynov@crowehorwath.ae<br />
AFGHANISTAN<br />
<strong>Horwath</strong> Mak<br />
6th Floor, Kabul Business Centre,<br />
Shah Rahey Now, Kabul, Afghanistan<br />
T: +93 783 544 922<br />
M: +93 784 008 491<br />
Contact Person: Noor Karim Afridi<br />
E: noor.karim@crowehorwath.ae<br />
Audit | Tax | Advisory | Risk<br />
72<br />
© 2013 <strong>Horwath</strong> Mak
<strong>Horwath</strong> MAK<br />
Member <strong>Crowe</strong> <strong>Horwath</strong> <strong>International</strong><br />
The Mak Philosophy<br />
We believe our quintessence is not only<br />
about. independence and professionalism,<br />
it is also about providing convenience and<br />
competitive services to the user. This<br />
personalized service should always “wear a<br />
smile” on its face.<br />
It does take time to become an expert in any<br />
field and we have put in over 30 years of our<br />
dedication to provide satisfaction to our<br />
clientele.<br />
Obviously much has changed in that time, but<br />
we still place great emphasis on establishing<br />
long-term personal relations with each of our<br />
clients. This enables us to work together in an<br />
atmosphere of openness and trust.<br />
An offering of full range of professional<br />
services, which provide a unique opportunity<br />
to deal with a single firm for “total business<br />
solutions”, help us ensure that your sucess is<br />
always of our concern.<br />
Dr. Khalid Maniar<br />
Founder & Group Managing Partner<br />
khalid.maniar@crowehorwath.ae<br />
Audit | Tax | Advisory | Risk<br />
www.crowehorwath.ae