Register your company in Guernsey

Michalaki Pitsillidou Rozen Law Firm > Register your company in Guernsey

Register your company in Guernsey

 

Register your company in Guernsey

GUERNSEY COMPANIES

Guernsey is the second largest of the Channel Islands with Jersey being the largest. Guernsey lies in the  English Channel off the North West coast of France. It covers 24 square miles and has a population of  approximately 65,000 with the principal center of business activity being St. Peter Port.

The Channel Islands have a unique constitutional arrangement with the UK.  The Islands are possessions  of the English Crown as distinct from colonial and overseas dependencies of the United Kingdom and  accordingly the locally elected legislative assemblies have the exclusive right to legislate on matters of  domestic concern to the Islands (including taxation) whilst the United Kingdom Home Office is responsible  for the external affairs of the Islands.

The Islands are associated members of the European Community and as such are only subject to European  law in so far as they specifically contract in to the European Community.  Thus they have elected to become

part of the common tariff and agricultural levy system but are not subject to European law in most other  areas.

The official language is English although French is still spoken and the legal system is based upon a mixture  of English and French law.

Guernsey has signed double taxation agreements which provide for the exchange of information with the  United Kingdom so UK residents should carefully consider whether Guernsey is the correct place in which  to set up an offshore structure.

With the introduction of a new company law and a brand new company registry in 2008, Guernsey is a  modern and cutting edge jurisdiction for company formation.

 

A Guernsey Company 

Companies which are owned by non-residents of Guernsey and do no business with Guernsey resident  individuals or corporations can be incorporated in Guernsey and operate tax-free.  Such companies have  the following characteristics:-

 

Taxation 

Guernsey companies which have no activity in Guernsey will pay 0% tax in Guernsey irrespective of profit.

 

Shareholders 

A minimum of one shareholder is required and corporate shareholders are permitted. Please note that  details of the beneficial owner of the company must be communicated to the Guernsey authorities but  that information is protected by secrecy provisions. Bearer shares are not permitted. A share register must

be maintained at the registered office address of the company and must be available for inspection by  any member of the public. Details of shareholders are also maintained on the public fle at the Company  Registry but anonymity can be preserved by the use of nominee shareholders. Documents can be sent  electronically from the company to shareholders where agreed by the shareholder.

 

Directors 

Most onshore countries have provisions within their tax legislation whereby any company, no matter where  it is incorporated which is managed or controlled from within their jurisdiction will be tax resident there  and taxable on its worldwide income at local rates.  For example, any offshore company which had UK  based directors would be tax resident in the UK and subject to UK tax on its worldwide income.  Failure  by the directors to declare the liability of the offshore company to UK tax would be an offense under UK  law with potentially very serious financial and criminal consequences. Most onshore countries have similar  provisions within their tax legislation so it will rarely be advisable for onshore resident clients to act as the  directors of an offshore company. To establish that the management and control of the company takes  place in Guernsey and the company is therefore tax resident in Guernsey we can, and habitually do, provide  directors. In most cases this service is essential if legitimate tax savings are to be made.

A minimum of one director is required and corporate directors are permitted.  Details of directors must be  kept at the registered office and appear on the public fle kept at the Company Registry but anonymity can

be preserved by the use of third party directors.

 

Annual Reporting 

The directors must file an Annual Validation Return with the Company Registry by 31st January each year.  The Annual Validation gives details of the current directors and registered agent, the share capital of the  company and confirms that the register of members is up to date. There is a fling fee of £500 payable. It  should be noted that penalty fees are payable if a company fails to fle an Annual Validation by the due  date.

 

Timescale 

Incorporation can be achieved within approximately 3 days.  Ready made companies are not available as  the requirement to reveal details of the beneficial owner before incorporation means that it is not possible  to incorporate companies except upon the instructions of a client. However, subject to fulfilling certain  conditions, 15 minute incorporation are available.

 

Restriction on Name and Activity 

Names of limited companies must end with the word “Limited”. Names of unlimited companies must end  with the word “Unlimited”. In regards to mixed liability companies, names must end with the word “Mixed  Liability”.  The company name must not be misleading as to the company activities.

 

OPTIONAL SERVICES

Directors 

As mentioned previously to establish that the management and control of the company takes place in  Guernsey and the company is therefore tax resident in Guernsey we can, and habitually do, provide  directors. In most cases this service is essential if legitimate tax savings are to be made. Fees for the provision  of management services are included above.

Bank Accounts 

We can assist with the opening of bank accounts for the company in most places in the world and our  fees for attending to the account opening procedures would be from £650 plus the costs of preparing any  additional notarized documentation which a particular bank may require.

 

Emailing, Fax, Tel. and Office Facilities 

As part of the domiciliary services package we provide a registered office address in the jurisdiction of the  incorporation of your company in order to meet the local statutory requirement. An additional service is

the provision of an address, telephone and fax number to receive correspondence which can be the same as  the registered offce address or another of our Group offices’ addresses. When we receive communications  we will deal with them according to your wishes. Fees for the provision of this service are included above  plus handling charges (£2 per item plus disbursements.

 

Dedicated Telephone Lines 

For those companies which are particularly active or wish to have a higher profile or more substance we can  arrange the immediate allocation of a dedicated telephone line answered with the name of your company.  Additional costs apply to this service.

 

Trust Services 

Using a trust to own the shares of an offshore company can result in very substantial tax and non-tax related  advantages which will accrue both on death and during the lifetime of the trust settlor. These advantages  may be summarized as follows:-

Saving on Inheritance Tax: On death, the inheritance tax which would normally be assessed on the value  of the shares would generally be eradicated.

 

 

 

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