International Business Company registration in Anguilla

It must not contain sensitive words which are prohibited by legislation. The following words are prohibited: “Building Society”, “Chamber of Commerce”, “Chartered”, “Cooperative”, “Imperial”, “Municipal”, “Royal”, “Assurance” “Bank”, “Insurance”, “Trust” and any other words implying connection with a university or a professional association or an activity prohibited by the Law. There is also a prohibition for words implying patronage of the Queen or a member of the Royal Family, patronage or any connection with the UK government or department or the government and the bodies of any other country.

The company’s name must not be very similar to existing names on the registrar and it must not contain improper or objectionable words. It must end with a word or an abbreviation signifying a corporate body or limited liability, for example such words are “Limited”, “LTD”, “Corporation”, “Corp.”, “Incorporated”, “Inc.” etc.

An Anguilla IBC is required to have a registered office address in Anguilla which must be provided by an authorized registered agent in Anguilla.

One director is the minimum required. There is no requirement for them to be locals and there is no requirement regarding the place and frequency of board meetings.

Corporate entities can be appointed as directors. The director and shareholder can be the same person. The director’s details are not registered on the public record and cannot be accessed by the public; those details are only held by the registered agent of the IBC Company, who is bound by the law to keep this information.

The appointment of a secretary is not mandatory, but optional.

One shareholder is the minimum required. There is no requirement for them to be locals and corporate entities can be appointed as shareholders. There is no requirement regarding the place and frequency of shareholders meetings.

The director and shareholder can be the same person. The shareholder’s details are not registered on the public record and cannot be accessed by the public; those details are only held by the registered agent of the IBC Company who is bound by the law to keep this information.

The beneficial owner’s details are not registered on the public record and cannot be accessed by the public; those details are only held by the registered agent of the IBC Company who is bound by the law to keep this information.

The owners of an IBC Company are free to determine any amount as the authorised capital at incorporation and it can be denominated in any currency, though the US Dollar is mostly preferred and the amount of USD 50,000 is suggested. The authorised capital is the maximum amount of capital that the company is authorised by its constitutional documents to draw from its shareholders in exchange of shares issued.

An Anguilla IBC Company may have registered shares, with or without par value, with or without voting rights, preferential or common and may be issued in any currency. Bearer shares are permitted, but they must be held by a custodian.   

No requirement is imposed on minimum paid up capital at incorporation; this means that the owners of an IBC Company are not required to set a deadline as to when such capital must be paid up.

An IBC Company in Anguilla can be incorporated within 2-3 days; Anguilla is considered to have one of the fastest registries worldwide.

Ready-made but unused IBC Companies are available in Anguilla, in case you are in need of a quicker incorporation process.

If the IBC Company is carrying out certain types of business, it must meet specific physical presence requirements and conduct its main activities which generate income, inside Anguilla. This means that the management and control of the IBC Company must be in Anguilla, thus, the company must have enough premises, amount of expenditures and employees within the jurisdiction, based on its business activity and size. The types of business are given below:

Banking, Insurance, Finance and Leasing, Distribution and Service Centre (purchasing assets from other entities belonging in same group or providing services to entities in the same group), Shipping, Intellectual Property, Headquarters Business and Holding companies.

IBC Companies carrying out the above types of business are also required to file annual returns. There is a scale of substance requirements based on the type of business, holding companies are subject to low-level requirements compared to high-risk IP business (companies which purchase IP from other entities belonging in the same group, leasing it back to the group and receiving revenues for this) are subject to high-level requirements.

There is an exemption to the physical presence requirements for an IBC Company which proves that they are tax residents and have substance in a different jurisdiction other than Anguilla.

The IBC Company must keep accounting records at its registered office in Anguilla, about its assets and liabilities to reflect accurately its financial situation for five years. The IBC is not required to file its accounting records, nor is required that those accounts be audited.

There is an exemption in the jurisdiction of Anguilla from any tax on income or profits for IBC Companies, given that the company does not carry any business and does not own real estate within the territory of Anguilla. In addition, Anguilla imposes no tax on dividends, earnings, rental income and revenues. Also, no tax is imposed on dividend, interest and royalties paid to non-residents.