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Belize (formerly known as British Honduras) is an independent
country located on the Caribbean coast of Central America.
It has an ethnically diverse population of approximately 300,000
and covers and area of approximately 23,026 sq km. It is bounded
by Mexico to the north and Guatemala to the west and south.
The administrative capital of Belize is Belmopan, but the major commercial centre
is Belize City, which is located on the eastern coast close to the major international
airport.
TYPE OF TRADING COMPANY
The Belize International Business Company (IBC) is one of
the most popular forms of offshore corporate structure. An
IBC is formed under the International Business Company Act
1990 and generally must conduct its trading and business outside
Belize. However the legalisation in Belize also allows an
IBC to carry on a number of activities within Belize.
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Type of Company |
IBC |
Type of Law |
Common |
Is it possible to acquire
a shelf company |
Yes |
Time it takes to incorporate
a company |
2-3 days |
Government Fees |
From US$100 |
Corporate taxation |
Nil |
Double taxation treaty |
No |
Officers of the Company |
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Number of Directors |
Minimum of One |
Is a Corporate Body permitted
to act as Director |
Yes |
Does the Director have to
be local |
No |
Does the public have access
to the register of directors or secretary |
No |
Company Secretary Required
and does not
need to be local |
Optional |
Share Capital |
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Standard currency although
any permitted |
US$ |
Minimum paid up capital |
US$1 |
Usual authorised |
US$50,000 |
Shareholders Minimum |
One |
Accounts and Annual Return |
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Requirement to prepare accounts |
Yes |
Does the public have access to the Accounts |
No |
Do accounts need to be filed |
No |
Audit requirements |
No |
Is there a requirement to
file an annual return |
No |
PROCEDURE TO INCORPORATE
The registered agent delivers the Memorandum of Association
and Articles to the Registry.
RESTRICTIONS ON TRADING
IBC's cannot carry on business within Belize (though statutory
exceptions include maintaining records and a bank account
in Belize, holding company meetings, and engaging local advisors
etc.) They cannot undertake the business of banking, insurance,
assurance, reinsurance, fund management, asset management
(other than the company's own assets) or any other activity
that would suggest an association with the banking and insurance
industries.
POWERS OF COMPANY
A Company incorporated in Belize has the same powers as a
natural person.
LANGUAGE OF CORPORATE DOCUMENTATION
A Belize Company is typically incorporated using the English
language and with an English name.
NAME RESTRICTIONS
An IBC cannot register with any name that has already been
incorporated in Belize, or is so similar to an existing name
that it may cause confusion. Any name which in the opinion
of the Registrar is considered undesirable, obscene or offensive
will also be rejected.
COMPANY NAMES
IBC's names can end with the any of the following words:-
Limited, Corporation, Incorporation, Société Anonyme,
Sociedad Anónima, Gesellschaft mit beschränkter
Haftung or the relevant abbreviations.
LANGUAGE
English is the most common language.
REGISTERED OFFICE REQUIRED
An IBC must be maintained in Belize and requires a registered
office at the office of a licensed Registered Agent.
AUTHORISED and ISSUED SHARE CAPITAL
Most companies are normally incorporated with an authorised
share capital of US$ 50,000 with or without par value. The
authorised share capital may be expressed in any currency.
The minimum issued capital is either one share of no par value
or one share of par value . Shareholders may be natural persons
or bodies corporate and of any nationality.
CLASSES OF SHARES
The Company can have registered shares, bearer shares, shares
of no par value, preference shares, redeemable shares and
shares with or without voting rights. Nominee shareholders
are permitted.
DISCLOSURE OF BENEFICIAL OWNERSHIP TO AUTHORITIES
There is no disclosure of the beneficial owner(s).
TAXATION
There is no taxation of corporate income in Belize.
DOUBLE TAXATION AGREEMENTS
There are no double taxation treaties in Belize.
GOVERNMENT LICENCE FEES
For an IBC with an authorised Share Capital of up to US$
500,000 the annual licence fee is US$100.
Companies with an
authorised capital up to US$50 000 pay
the sum of US$100 per year.
Companies with a share capital over US$50,001 pay the sum
of US$1,000 per year.
Companies, which have some or all of
their shares with no par value, pay the sum of US$350 per
year.
FINANCIAL STATEMENT REQUIREMENTS
The company is required to keep financial records that are
sufficient to show and explain the company's transactions
and will at any time enable the financial position of the
company to be determined with reasonable accuracy. No filing
of annual returns is required.
MEETINGS
No annual general meetings are required.
DIRECTORS
The minimum number of directors is one. Directors may be
natural persons or a body corporate. They can be of any nationality
and need not be Belize resident.
COMPANY SECRETARY
A company secretary is not a requirement under the law and
is not typically appointed. However a secretary can be appointed
to assist with the administration and signing obligations
if desired.
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