Incorporating in Belize

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Belize became a British Crown Colony in 1862 and became independent in 1981. Belize is now a parliamentary democracy.

Offshore General Overview

Belize became a British Crown Colony in 1862 and became independent in 1981. Belize is now a parliamentary democracy.

The government of Belize is fully committed to the ongoing development of Belize as a leading offshore jurisdiction. Through regular consultations with the private sector, the government ensures that its policies and legislation continue to meet the needs and interests of the international financial community in an environment which engenders trust and confidence.

The Belize International Business Company (IBC) is the most popular form 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, Belize's legislation also allows an IBC to carry on a number of activities within Belize. Belize offshore companies are used for a variety of tax planning and international investment purposes.

Business owners can enjoy complete anonymity when incorporating Belize offshore company. The names of all parties can remain private, and there are no requirements to prepare and file annual reports. While you must maintain financial records, the files and accounts of offshore Belize companies are not subject to an annual audit. IBCs formed in Belize enjoy a tax-free status. The country has become a popular tax haven for corporations. The structure of your Belize offshore corporation won't be governed by the laws of your own country. You will be free to organize your business in a way that is most beneficial for the company as a whole.

Advantages To Register In Belize

- Exemption from taxes on all income of an IBC

- Exemption from taxes on all dividends paid by an IBC

- Exemption from taxes on all interests, rent, royalties, compensations and other amounts paid by an IBC

- Exemption from taxes on capital gains on shares, debt obligations or other securities of an IBC by non-residents

- No currency restrictions

- Meetings of shareholders and/or directors may be held in any country and may be attended by proxy

- No citizenship or residency requirements for directors, officers or shareholders

Significant features of Belize IBC’s:

- Liability is limited to the amount of the nominal value of the shares. Shareholders are not liable for any amount over the nominal value of their shares.

- An IBC is exempt from any tax to the Belizean Government.

- It is acceptable to have a low authorized and paid-in capital in relation to the value of the asset or the extent of the liabilities of the corporation.

- The requirement of at least one shareholder. Another company (or trust) can be the shareholder.

- Meetings of Directors can be held anywhere.

- There are no limitations or conditions on nationalities.

- Shares may be issued in bearer form, transferable by delivery (which adds to the confidentiality feature.)

- There are no requirements for annual reports setting out the number of shares issued or the names of shareholder or directors.

- No information relative to the company will be disclosed by the Companies Registry except that it exists, the location of its registered office and the identity of the resident agent.

- Changes of shareholders or directors need not be filed with the Registrar of Companies.

- The company can conduct any business not expressly excluded by the Law or by the Company's Charter.

- There is no requirement to maintain a register of shareholders or directors.

- Any company can buy back its own shares from shareholders. That is, there may be treasury stock.

- Flexible Structure.

- Bookkeeping and annual accounts are not mandatory.

- The nominal value of shares may be determined upon date of issue.

- Incorporation and shareholders need not be the same person or entities.

- Meetings of shareholders may be held any where in the world, provided the articles of incorporation make that possible.

- Minutes of shareholders meetings are not mandatory.

- There are easy procedures for liquidation of the corporation.

- Company files and records may be held anywhere in the world.

- No foreign exchange license is needed.

- No business and directors licenses are needed.

No other jurisdiction has proven that it will back up its privacy laws as strongly as Belize

The only challenge to Belize' sovereignty came in 1995 when the Supreme Court of Belize successfully kept the country's privacy laws from being breached by the United States Securities and Exchange Commission.

We can offer you a company formation with and without nominee services – information below.

International Business Corporation (IBC)

The Companies Act of 1990 is law based in modern legislation which provides IBC Companies with extended privileges and guarantees absolute confidentiality. The Act was patterned after the best features of legislation adopted in other "Offshore" jurisdictions.

A Belize IBC, incorporated in Belize must have a registered office and agent in Belize. An IBC may not actively engage in business or trade in Belize. It can maintain a staff and facilities and conduct business incidental to its existence.

The features of the IBC make it an excellent vehicle. It is designed for international flow of capital, tax planning, real estate holdings, international financing, asset protection and investment.

Key Corporate Features

General

Type of Company IBC

Type of Law Common

Shelf company availability Yes

Our time to establish a new company 1 day

Minimum government fees

(excluding taxation) US$100

Corporate Taxation Nil

Double Taxation Treaty Access No

Share capital or equivalent

Standard currency US$

Permitted currencies Any

Minimum paid up No minimum required

Usual authorised US$50,000

Directors

Minimum number One

Local required No

Corporate Directors Permitted Yes

Publicly accessible records No

Location of meetings Anywhere

Shareholders

Minimum number One

Publicly accessible records No

Location of meetings Anywhere

Company Secretary

Required Optional

Local or qualified No

Accounts

Requirements to prepare Yes

Audit requirements No

Requirements to file accounts No

Publicly accessible accounts No

Other

Requirement to file annual return No

Change in domicile permitted Yes

General Information

Introduction

Belize (formerly British Honduras) is a scenically beautiful, independent country located on the Caribbean seaboard of Central America. Belize has an area of approximately 23,026 sq km, and 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.

The administrative capital is Belmopan, but the major commercial centre is Belize City, which is located on the eastern coast close to the major international airport.

Population

The total population of Belize is approximately 321,000 of which some 70,000 live in Belize City. The population of Belize is ethnically diverse and includes descendants of the original Mayan culture and people of Caribbean, Caucasian, Chinese and East Indian descent.

Political Structure

Belize has a long history of peace, stability and democracy. It became a British Crown Colony in 1862 and achieved complete self-rule in 1981. Belize is a member of the British Commonwealth, the United Nations and the Non-Aligned Movement.

Belize is a parliamentary democracy and constitutional monarchy which recognises HM Queen Elizabeth II as head of state represented by a Governor General who must be a Belizean national. The National Assemby is composed of the Senate and the House of Representatives, the Senate has 12 members and the House of Representatives comprises of 29 members, directly elected at intervals of no longer than five years. The prime minister and cabinet have executive power.

There are two main political parties; both parties are committed to the economic development of the country and the encouragement of overseas investment.

Infrastructure And Economy

Belize's unspoiled environment with cays and barrier reef make it a popular destination for eco-tourists, whilst its clear unpolluted waters are excellent for swimming, diving, fishing and other aqua sports. The country also offers a unique mix of unspoiled woodlands, caves, rivers, mountains, waterfalls and jungle, in addition to a wealth of Mayan archaeological sites. There are also forest reserves, wildlife sanctuaries, marine resort areas and the world's only jaguar reserve.

Major exports are sugar, bananas, citrus products, fishery products, garments and timber and wood products. The offshore finance industry is generating an increasing proportion of national income.

Language

The official and spoken language is English.

Currency

The Belize Dollar (BZ$).

Exchange Control

Offshore activities are exempted from exchange control.

Type Of Law

Common Law. Based on English Company Law.

Principal Legislation

International Business Companies Act, 1990.
International Business Companies (Amendment) Act, 1995.
Limited Life Companies Act, 1999.

Company Information

Type of Company for International Trade and Investment

International Business Company (IBC). Limited Life Company (LLC).

Procedure To Incorporate

Registered Agent delivers the Memorandum of Association and Articles of Association to the Registry together with the appropriate fee.

Restrictions On Trading

Cannot trade within Belize or own real estate there. Cannot undertake the business of banking, insurance, assurance or reinsurance.

Powers Of Company

A Company incorporated in Belize has the same powers as a natural person.

Language Of Legislation And Corporate Documents

English.

Shelf Companies Available

Yes.

Time To Incorporate

One day.

Name Restrictions

Any name that has already been incorporated, or is so similar as to cause confusion. Any name which in the opinion of the Registrar is considered undesirable, obscene or offensive. Names such as royal or imperial and any name that suggests the patronage of Belize Government.

Language Of Name

A Belize IBC can be incorporated using any language. Chinese language incorporations with Chinese documentation are very popular.

Registered Office Required

Yes, must be maintained in Belize at the address of a licensed management company.

Names Requiring Consent Or License

Bank, building society, savings, loans, insurance, assurance, reinsurance, trust, trustees, Chamber of Commerce, university, municipal or their foreign language equivalents or any name in English or a foreign language that may suggest association with the banking or insurance industries.

Suffixes To Denote Limited Liability

Limited, Corporation, Incorporation, Société Anonyme, Sociedad Anónima, Gesellschaft mit beschränkter Haftung or the relevant abbreviations.

Disclosure Of Beneficial Ownership To Authorities

No.

Compliance

Authorized Shared Capital

The normal authorized share capital is US$ 50,000 divided in to shares with or without par value. The share capital may be expressed in any currency. The minimum issued capital may be one share of no par value or one share of par value.

Classes Of Shares Permited

Registered shares, bearer shares, shares of no par value, preference shares, redeemable shares and shares with or without voting rights.

Bearer Shares Permitted

Yes

Taxation

An International Business Company does not pay any tax on its world-wide profits to Belize authorities.

Double Taxation Agreement

Belize is not a party to any double tax agreements.

License Fees

Companies with an authorized 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

Whilst there is no requirement to file audited accounts with the authorities, a company is required to keep financial records that reflect the financial position of a company.

Directors

The minimum number of directors is one. Directors may be natural persons or bodies corporate. They can be of any nationality and need not be Belize resident.

Directors’ names are not required to be filed with Belizean registrar of Companies.

Company Secretary

A company secretary is not a requirement under the Act, but a secretary is normally appointed to facilitate signing obligations.

Shareholders
The minimum number of shareholders is one.

Shareholder’ names are not required to be filed with Belizean registrar of Companies.

Content supplied by TBA & Associates