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Company formation in Gibraltar

Gibraltar Companies Act is based on British legislation and has been amended by adding the appropriate EU directives. A company in Gibraltar can be founded within two to three days. However, after paying an additional fee, the company may be registered on the same day. Checking the company name is required before registering.

The following types of companies are available in Gibraltar:
- joint-stock company (public or private),
- a limited company, with or without share capital,
- unlimited company with or without share capital.

Established companies must meet the following conditions:
- private company - the minimum number of shareholders is one shareholder,
- in the case of public companies, the minimum number of shareholders is seven (these can be companies and nominated shareholders).

A Gibraltar company is required to maintain its headquarters in Gibraltar where the books are kept. In the case of a private company, one director is allowed although at least two are desirable. A public company must have at least two directors. Directors are not required to hold company shares, a director may be another company. Gibraltar company can allocate capital to investing in real estate in Poland is a market with huge potential.

Company in Gibraltar - Gibraltar offshore company
Gibraltar legal system is similar to that of Great Britain and based on British customary law. Gibraltar is an ideal tax haven. To benefit from this, you must establish an IBC company. IBC established in Gibraltar must comply with the following conditions:
- IBC should be owned by non-residents of Gibraltar;
- IBC should be managed and controlled by directors who live and organize meetings outside of Gibraltar;
- IBC should not keep a bank account in Gibraltar.

Advantages of the offshore company from Gibraltar
1. A non-resident Gibraltar company is not taxable in Gibraltar.
2. Gibraltar has not concluded double taxation agreements with other countries. This means no information on international exchanges with other countries' tax authorities.
3. The establishment and maintenance of an IBC company is simpler and more cost-effective than in many other offshore jurisdictions.
4. Gibraltar is a reputable financial center within the European Union. Foreign companies registered in Gibraltar look more favorable than those registered in other offshore jurisdictions.

Establishment of a company in Gibraltar
IBC registration procedure begins with choosing a company name. Then the company's statute and articles of association are submitted to the company register. You can use the services of nominated shareholders and nominated director. You don't have to visit Gibraltar to create your company. Company must maintain its headquarters in Gibraltar and must have a resident agent.

Non-resident company may not use a name that is identical to or similar to an existing company; no name that is unwanted or offensive in the secretary's opinion, no name that suggests a royal or government patronage that is or may mean banking or financial activity.

Company structure
All currencies can be used to capitalize offshore companies in Gibraltar. The most commonly used are US dollars or the Gibraltar pounds, which has the same value as the British pound. There is also a flexible company structure:
- there is no minimum share capital, although the average is 2000 British pounds,
- there is no limit or maximum capitalization, capital tax is 0.5% of the target capital,
- non-resident companies do not require more than one director,
- the director may be a natural or legal person,
- the minimum number of shareholders is one,
- a company secretary is required, which must be resident,
- shareholders are visible in the public register but there are usually visible nominated shareholders,
- bearer shares are allowed.

There is no requirement to disclose the identity of the owner of a non-resident Gibraltar company, confidentiality is guaranteed by law. Confidentiality in Gibraltar is taken extremely seriously. Only court orders regarding a suspicion that a company is involved in serious criminal activities can force the owner to disclose. Reporting requirements are minimal.

A public share register is available but nominated shareholders are visible.

Shareholders, directors and officials
- the minimum requirements for an offshore company in Gibraltar are one shareholder and one director who can be the same person
- nominated shareholders and directors are admissible
- shareholders and directors can be of any nationality and live in different countries
- shareholders and directors may be natural or legal persons
- company secretary is required for a non-resident corporation Gibraltar.

Meetings of shareholders and directors
- an ordinary general meeting of shareholders must take place once a year, it can take place anywhere in the world
- directors' meetings are not required.

Taxes and fees
- non-resident companies are free of income tax not originating in Gibraltar
- money held in a Gibraltar bank by a non-resident company is taxable; it is advisable to have a bank account outside of Gibraltar
- a fee of 0.5% of the target capital is payable at the time of registration of the company
- an annual fee of 30.00 GBP is payable to the company register
- non-resident companies pay an annual tax of 200.00 GBP.

Company books and registers
Annual financial statements should be submitted in accordance with the following regulations:
1. Small companies are only required to submit a condensed balance sheet, in which case there is no need to create a profit or loss account or audit.
2. A small company must meet at least two of the following conditions:
- net turnover may not exceed 4.8 million GBP,
- the balance sheet total may not exceed 2.4 million GBP,
- the average number of employees may not exceed 50 people per year.
3. A medium-sized company is entitled to submit a profit and loss account, balance sheet and auditor's report but the information in the profit and loss account may be reduced.
4. A medium-sized company must meet two of the following conditions:
- net turnover may not exceed 19.2 million GBP,
- the balance sheet total may not exceed 9.6 million GBP,
- the average number of employees may not exceed 250 people per year.

A large company must submit a report, profit and loss account, balance sheet and audit reports. This data is not publicly available.