Anguilla is a charming group of islands, located to the north of the Eastern Caribbean. It belongs to the British reign with status similar to Bermuda, Cayman Islands, British Virgin Islands, etc. The legal system is based on British laws.
Anguilla is a constantly growing financial center that offers various benefits for those seeking to invest internationally, with extremely favorable fiscal benefits , without taxes on companies, taxes on dividends or taxes on capital gains. Physical persons also have benefits in relation to the payment of taxes on property or inheritance.
In this memorandum, we will focus on the two most common forms of business:
Registered companies (previously called IBC's) and limited liability companies (LLC)
Through a very flexible organizational structure, both offer limited liability to the investor, asset protection, security and anonymity for beneficiaries, shareholders and directors.
Let's know more about them?
ISENT COMPANIES (IBC's)
From 2022, Anguilla companies that do not carry out local businesses and do not possess a specific license (such as insurance, banks, etc.), must be incorporated as Registered Companies.
As companies are exempt, as the name itself says, they are exempt from all taxes, except government taxes. They offer limited liability and are only similar to companies Limited in the BVI (British Virgin Islands).
The electronic incorporation system in Anguilla and the on-line system allows the issuance of registrations, certificates and other alterations of companies quite efficiently.
The Law of Commercial Companies prohibits companies from issuing bearer shares, and companies must be subject to the authorized share capital concept. At the same time, the maximum authorized number of shares is considered the only "restrictive" factor relative to the shares. It is important to mention that there is no change in government taxation, depending on the amount of authorized actions (as is the case on the British Virgin Islands).
To structure, it is important to consider that:
A company in Anguilla to be considered an Isenta Company must register as such, at the time of incorporation;
The maximum authorized number of years, as established by the Company in its Social Statute, does not affect the incorporation tax or the annual government tax. There is no need to define the authorized capital as a monetary value;
Business companies do not need more than a director.
A shareholder and a director, regardless of nationality or country of residence, are only permitted. The same people can exercise both functions and can be physical or legal people;
Ações can be issued with no nominal value;
As these items are considered personal property, therefore, if a physical person who owns items in his or her name dies, these items will be subject to inventory in Anguilla.
The company must always maintain a Registered Agent and registered office in Anguilla.
LIMITED LIABILITY COMPANIES (LLC)
As Limited Liability Companies (LLC's) they have separate legal personality from their members. The legislation of Anguilla is very similar to limited liability companies in the USA, in particular in Wyoming. Even with the same flexibility and agility with electronic documents and responses from the Registrar of Companies . There is no “LLC” legislation on the British Virgin Islands.
As Anguilla LLC's allow:
Minimum of one member and one administrator, who may be legal or physical persons, residents of any country;
The manager does not need to be a partner;
The company must maintain a Registered Agent and headquarters in Anguilla;
The LLC Contract (also referred to as the Operational Contract in other jurisdictions) may include various types of partnership and direitos direitos dos membros;
Unlike a SA or Empresa Isenta (IBC), the company does not issue shares. It is possible to separate the distribution rights (profits and liquidation) from the capital contributed by a partner, making the company even more flexible than an Isenta Company.
It is much simpler to implement specific agreements between various members and to incorporate estate planning provisions, potentially avoiding the inventory after the death of a member. This is because, if the LLC contract is properly structured and documented, the participation of the LLC may escape from being considered personal property, through the death of an individual member.
REQUIREMENTS FOR COMPLIANCE AND RECORD MAINTENANCE:
Anguilla enacted legislation on economic substance and, therefore, most companies need to present annual reports relating to compliance with legislation, as well as local substance (staff, physical desk, etc.) are not required.
Furthermore, companies must prepare and maintain financial statements and make them available for possible audit by the Commission of Financial Services. At this time, at this time, there are no public records on directors/shareholders of companies.
Just like all other countries in the British Overseas Territories, there are strict laws against money laundering and rigorous diligence, with reports of beneficial ownership. At the time of this publication, there are no public reports on company directors/managers.
It is important to highlight that the creation and operation of an offshore company involves complex legal, fiscal and regulatory considerations. Dartmouth International, through SCFN Consulting Financeira, can help you before making any decision related to an offshore company in Anguilla or in any other jurisdiction.
We offer personalized and free consulting so that you make the best decision and we take care of all aspects of your foreign company, so that you have all the services in an economical, uncomplicated and in one place.
Do you want to know more about the topic? Contact us.
