GIBRALTAR

A Gibraltar company is not subject to tax in Gibraltar on non Gibraltar source income. There is also no tax on investment income even if this arises in Gibraltar. Gibraltar has an excellent reputation, is a cost effective bilingual (English and Spanish) jurisdiction within the EU but with special status.

ADVANTAGES	It is the most cost-effective European jurisdiction. It is regulated to UK and EU standards.
DISADVANTAGES	Continuing political difficulties with Spain
CORPORATE LEGISLATION SOURCE	UK Common Law 1929 Act as modified - introduced locally as "The Companies Ordinance as amended"
COMPANY STATUS	Resident – Taxable at 35% of local trading profits but NOT subject to tax on income earned outside Gibraltar or on investment income earned within Gibraltar.
USUAL MINIMUM CAPITAL	£100 paid up share capital or currency equivalent
COMPANY NAME	Prior approval not required. Many words sensitive eg Bank, Trust, Royal, Group, Gibraltar, etc. Must end 'Limited'
TIME TAKEN TO INCORPORATE	3 days. Same day urgent incorporation available
ARE SHELF COMPANIES AVAILABLE	Yes
CAPITAL DUTY	£10
MINIMUM NUMBER OF SHAREHOLDERS	One
ARE BEARER SHARES / SHARES OF NO PAR VALUE POSSIBLE?	Yes but very impractical because they must be held on behalf of the beneficial owner by a licensed deposit taker such as a bank / No
DIRECTORS: MINIMUM NUMBER / CORPORATE DIRECTORS ALLOWED / LOCATION	One / Yes / No restriction
SECRETARY: MANDATORY / CORPORATE SECRETARY ALLOWED / LOCATION	Yes/ Yes / No restriction
IS THERE A REQUIREMENT FOR A REGISTERED OFFICE / REGISTERED AGENT	Yes / No
IS THERE A REQUIREMENT BY THE AUTHORITIES PRIOR TO INCORPORATION OR PRIOR TO TAX STATUS BEING GRANTED	None
INFORMATION AVAILABLE ON PUBLIC FILE	Directors, secretaries, shareholders, registered office, annual returns, memorandum & articles, mortgages & charges (if any). Annual financial statements.
DOCUMENTS TO BE KEPT AT REGISTERED OFFICE	Register of Members, Directors Mortgages & Charges, Company seal
CORPORATE BOOKS AND SEAL	Corporate registers must be kept in Gibraltar and usually retained at the Registered Office. Seal may be dispensed with.
ACCOUNTS REQUIRED / FILED	Yes / Filing of un-audited summary balance sheet required for small companies. More detailed accounts required for medium and large companies
ANNUAL RETURN REQUIRED	Yes
WHERE ARE MEETINGS TO BE HELD	No restriction
ANNUAL FEES PAYABLE TO THE GOVERNMENT: TAX / ANNUAL RETURN FILING FEE	£30
ARE THERE ANY EXCHANGE CONTROLS	None
DOUBLE TAX TREATIES	None
GOVERNMENT DUTIES PAYABLE	An Annual Return is due every calendar year at a cost of £30 with a late filing penalty of £20. An accounts filing fee of £10 is payable when the balance sheet is filed at Companies House.

WHY GIBRALTAR

Gibraltar

Gibraltar is a peninsula of approximately three square miles at the southern most tip of Spain. It is one of the legendary Pillars of Hercules, poised between the two continents of Europe and Africa and guarding the gateway to the Mediterranean.

The official language is English, but most of the 30,000 inhabitants are bilingual in English and Spanish. The official currency is the British pound, although a local Gibraltar pound circulate along side and at par with the British currency. There are no exchange controls.

Political Stability

Gibraltar has been a Crown Colony of the United Kingdom since 1713, enjoys political stability, and its sovereignty is assured by the Gibraltar Constitution in which Britain undertakes never to enter into arrangements which would place the people of Gibraltar under the sovereignty of another state against their freely and democratically expressed wishes. Defence, foreign policy and internal security remain the responsibility of the United Kingdom who appoint the Governor as the representative of the Crown in Gibraltar.

UK Legal System

Gibraltar is self-governing. It enacts laws independently of the United Kingdom. Its legal system is nevertheless based on the common law and statute law of England, and therefore embodies the advantages and security of British company and trust law. Lawyers and accountants are UK trained and qualified.

Advantageous EC Relationship

Gibraltar enjoys a special relationship with the European Community. It is within the European Community by virtue of being a European territory whose external relations are the responsibility of the United Kingdom enabling Gibraltar to take advantage of the EC directives relating to banking, insurance and financial services. However, article 28 of the 1972 UK Accession Treaty gives Gibraltar a special status in that the common custom tariff, the common agricultural policy and the harmonisation of turnover taxes and in particular value added tax do not apply.

The EU commission have confirmed in writing that the EU Parent and Subsidiary, Royalties and Interest and Mergers and Acquisitions directives apply to Gibraltar

Government Commitment

The Government of Gibraltar is committed to developing Gibraltar as an international finance centre within Europe, able to take full advantage of the European Union (EU) Directives. Gibraltar has in place a Banking Ordinance, and Insurance Companies Ordinance and a Financial Services Ordinance, all of which take full account of relevant EU Directives. The Gibraltar Financial Services Commissioner and the membership of that commission are supervised by the UK which enhances the reputation of Gibraltar and properly enables it to implement and regulate compliance with these EU directives.

User Friendly

Gibraltar is "user friendly" and free of bureaucratic delays. Companies can be incorporated within a matter of days "off the shelf" companies are readily available, documents can be notarised and legalised within Gibraltar itself, and costs are extremely competitive when compared with similar jurisdictions.

The Financial Services Ordinance and it regulations comply with the collective investment schemes’ requirements of the EU Directives, enabling UCITS (undertakings for collective investment in transferable securities) to be established in, regulated and freely marketed from Gibraltar throughout the European Union. Compliance with these Directives places Gibraltar firmly on the map as a European finance centre where UCITS funds may be established in a friendly and competitive fiscal environment.

Legislation has also been introduced to enable companies to take advantage of EU Directive 90/435 known as the Parent/Subsidiary Directive concerned with the exemption from withholding tax of dividends paid by subsidiary companies to parent companies when both companies are within the European Union. Similarly interest and royalties can be paid between member state companies without the imposition of withholding tax.

Sophisticated Communications

Gibraltar enjoys sophisticated communications, boasting satellite based digital telecommunications systems, daily scheduled airline services, efficient postal service and land access to Spain.

Capital Taxes

There are no capital gains or inheritance taxes.

WHY FIDUCIARY GROUP

Experience

Fiduciary Management Limited has been providing company and trust services in Gibraltar for over twenty three years. It is associated with one of the oldest and longest established law firms in Gibraltar and includes amongst its directors Peter Albert Isola, a lawyer and Public Notary, who has substantial experience of offshore companies and trusts not only in Gibraltar but also in all the popular onshore and offshore jurisdictions.

Cost Effective and Reliable Services

Fiduciary is fully aware of the needs of professionals and clients who require a professional, efficient and reliable service which at the same time is cost effective.

Efficiency

Fiduciary Management will ensure that, on receiving your instructions for a Gibraltar company, together with full due diligence, your documents, including, share certificates, declarations of trust, share transfer forms and the statutes of the company, duly notarised and legalised are ready to be forwarded by courier or express airmail within days.

All Inclusive Fees

Fiduciary's fees are clearly laid out so there are no hidden costs which may arise at a later date other than increases which may occur from time to time at the Companies Registry or other Government offices.

Services

Our services include:

Incorporation of Gibraltar Companies or incorporation in all the popular offshore jurisdictions and the UK.

Provision of registered office, company secretarial services and nominee shareholders.

Provision of director services.

Preparation of powers of attorney together with the statutes of the company all of which are duly notarised and legalised.

Opening a company bank account.

Managing the company bank account.

Preparing and filing financial statements.

Fiduciary can also assist you with:

(a) A Gibraltar company for the purchase of property.

(b) Mortgage finance for the purchase of your property.

(d) Registration of pleasure yachts on the British Registry and marine insurance.

(e) A Gibraltar company for trading, shipping or investment holding or other purpose.

GENERAL MATTERS RELATING TO GIBRALTAR COMPANIES

Law

The Gibraltar Companies Ordinance is based on the Companies Act 1929 of the United Kingdom. Amendments have been made from time to time in keeping with the development of Gibraltar as a Finance Centre.

Incorporation and Company Name

"Off the shelf" companies are readily available. It takes approximately seven days to incorporate a company, or for a small fee same day incorporations are available. Clearance of name is now almost instantaneous as it requires the person incorporating a company to ensure that no company with the same or similar name has been previously incorporated. Availability of the company name can be checked by us through an internet link with the Companies Registry.

Shareholders

Following the Companies (Amendment) Ordinance 1992 a Gibraltar company can have one shareholder. The maximum number of shareholders in a private company is 50. There is no restriction relating to the nationality of shareholders.

Directors

A Gibraltar company can have a sole director which may be a corporation or individual person.

Registered Office

Every Company must have a registered office in Gibraltar and this is where the statutory books of the company are usually kept.

Filing of Accounts

Small companies are required to file a summary balance sheet at the Companies Registry but there is no requirement to appoint an auditor. More detailed accounts are required for medium and large companies and an audit may be required.

Information at the Companies Registry

Each company is required to submit an annual return to the Registrar of Companies which contains details of the shareholders, directors, company secretaries, the capital of the company and any indebtedness. There is also a requirement to file annual financial statements. These comprise a summary balance. There is no disclosure of the beneficial owner.

The information is available at the Registry which can be inspected by any member of the general public on payment of £10. are the details of all directors and shareholders who have ever held office with respect to the company, the capital of the company including any increases or reductions thereof, any charges registered office and the memorandum and articles of association of the company.

Annual General Meeting

The company must hold its first annual general meeting of the shareholders but may dispense with future meetings.

Income Tax, Estate Duty, Capital Gains Tax, Gift Tax, Wealth Tax, VAT

A Gibraltar company is not liable to income tax on non-Gibraltar source income, investment income or stamp duty other than an initial stamp duty of £10.00.on incorporation. There are no capital gains taxes, gift taxes, wealth taxes or inheritance taxes in Gibraltar.

Double Taxation Treaties and Exchange Control

Gibraltar has neither double taxation treaties nor exchange controls.

Resident Company

A resident company is not charged to local taxes on non-Gibraltar source income. There are also no withholding taxes on dividends, interest, royalties and management fees payable to non residents.

Exempt Company

Historically a Gibraltar company could apply for tax exempt status and be exempt from all taxes in Gibraltar even if managed and controlled from the territory. Due to changes in legislation exempt staus is no longer required to avoid local taxation on income derived outside Gibraltar or investment income.

The exempt company is therefore being phased out and whilst existing exempt companies may preserve their status until 31 December 2010, no new companies can apply for tax exempt status.

An exempt company must pay an annual fee to the government for this status of £450.

Non Resident Company

A non resident company will pay no tax on non Gibraltar sourced income. In order to qualify as a non resident company, the management and control of the company must be exercised outside Gibraltar.