Belize IBCFormation of International Business Company (IBC) in Belize

Belize introduced its own International Business Companies Act in 1990. The Belizean IBC Act was modeled after the 1984 act of the British Virgin Islands and the 1989 IBC Act of the Bahamas.

LEGAL FORM

Belizean laws allow the following categories of business ownership: Private Limited Companies, Limited Liability Partnership, Limited Life Companies, Joint Ventures and Cooperatives, Partnership, Sole Proprietor, Public Investment Companies and Trusts. The most popular form used by international investors for registering Belize IBC is private limited company. The IBC act prohibits Belize IBC from:

Carrying on business with persons residing in Belize;

Owning an interest in real property situated in Belize, except lease property for office purposes;

Carrying on banking business;

Carrying on insurance or reinsurance business;

Carrying on the business of providing registered agents/offices for companies.

Otherwise, a Belize IBC may engage in any activity that is not prohibited in Belize.

COMPANY NAME

Belize companies’ names must end with one of the following words, or their relevant abbreviations - Limited, Corporation, Incorporated, Societe Anonyme, Sociedad Anonima. The following names to be used, require licensing: Bank, Insurance, Assurance, Re-Insurance, Trust, Trustee, Savings, Royal, Asset management, Fund Management, Investment Fund, Building Society, Municipal, Chartered. Names denoting any connection to local, state or national Governments are generally prohibited.

MEMORANDUM AND ARTICLES OF ASSOCIATION

A company is incorporated in Belize by application submitted to the Registrar of Companies. Memorandum and Articles of Association must be lodged with the Registrar. Memorandum specifies the activities in which the company may engage and Articles of Association specify the rules governing the internal management of the company.

SHAREHOLDERS

A minimum of one shareholder is required which may be an individual or a corporate body. The details of company beneficial owners and shareholders are not part of the public records.

SHARE CAPITAL

There is no specific minimum capital requirement. The standard authorized share capital is US$ 50,000. The minimum issued capital may be one share of no par value or one share of par value. Issued shares must be fully paid. Registered shares, bearer shares, shares of no par value, preference shares, redeemable shares and shares with or without voting rights are permitted.

DIRECTORS

Belize IBC requires a minimum of one director and corporate directors are permitted. Details of the directors do not appear on the public file. There is no requirement to have resident directors.

REGISTERED OFFICE, LOCAL AGENT OR SECRETARY

Belizean companies must maintain a registered office and registered agent within Belize who may be a corporate body or an individual resident of Belize.

MEETINGS

The meetings of the directors and the shareholders need not be held in Belize; also there is no requirement for an Annual General Meeting. All meetings may be held outside Belize, by telephone or other electronic means. Alternatively, directors and shareholders may vote by proxy.

INCORPORATION TIME

Usually it is 1 working day, but we need up to 10 working days for legalization of the documents and delivery by courier.

RECURRING AND MAINTENANCE FEE AS FROM 2ND YEAR

• Provision of registered office
• Provision of company Secretary/registered agent
• Payment of annual government fee
• Payment of the Government License Fees, provision of registered office, registered agent and company Secretary must be renewed by December 31 irrespective of the date of incorporation.

TAXATION

Belize International Business Companies are exempt from the Belize income tax, from tax on dividends, interest, royalties, compensations and other amounts paid by a company; also they are exempt from all the capital gains, estate, inheritance, succession or gift tax with respect to any shares, debt obligations or other securities of the Belize IBC.

AUDIT AND FINANCIAL RETURNS

Whilst there is no requirement to file audited financial statements or annual returns with local authorities, a Belize IBC is required to keep financial records, which should reflect the financial position of the company. As per the Accounting Records (Maintenance) Act (No. 18 of 2013), all IBC’s are required to maintain their accounting records. Unless such records are kept at the registered office of the Company, the director must notify the registered agent in writing of the place in which account records shall be kept (it may be in or outside Belize). Accounting records shall be maintained for a period of 5 years (from the completion of the transactions).
“Accounting records” include “financial statements; general and subsidiary ledgers; sales slips; contracts and invoices; and records and documentation relating to an entity’s assets and liabilities, all sums of money received and expended and the matters in respect of which the receipt and expenditure take place; all sales and purchases and all financial transactions”.

OUR SERVICES FOR THE COMPANY FORMATION IN BELIZE INCLUDE:

• Name check and approval
• Filling incorporation documents with the Registrar of Companies
• A standard set of original corporate documents
• Payment of the Government fees (

  renewed by December 31 irrespective of the date of incorporation

  )
• Provision of registered address and registered agent for one year (

  renewed by December 31 irrespective of the date of incorporation

  )
• Provision of company Secretary for one year (

  renewed by December 31 irrespective of the date of incorporation

  )
• Rubber stamp

DOCUMENTS REQUIRED FOR THE COMPANY FORMATION

Please provide the following documents for all Directors, Shareholders, Beneficial Owners, Authorized Signatories:

• Notarized copy of valid passport.
• Original or Certified copy of utility bill / bank statement (as verification of residential address, dated within 3 months).
• Original or certified copy of Banker’s reference letter (dated within 3 months).
• In cases where shareholders and/or directors are corporate bodies, full apostilled set of corporate documents and Certificate of Good Standing (for companies registered more than 1 year).

IMPORTANT NOTE: LICENSABLE BUSINESS ACTIVITIES

If you conduct any activity without required license or authorization granted by a relevant authority in any jurisdiction, Agent Legal will not be able to assist you with the company formation or bank account opening related to such unlicensed activity.

Licensable activities include, but not limited to: provision of financial services involving trading/brokerage in foreign exchange, financial and commodity-based derivative instruments and other securities; offering investment advice to public; insurance and banking business; operation and administration of collective investment schemes and mutual funds; payment processing services; money exchange, money transmission or money brokering; asset management; safe custody services; gaming, gambling and lotteries.

Please contact us if you need our assistance in licensing of your financial, Forex brokerage or gambling company.

SHIPPING COST

Shipping of corporate documents or banking kits to your destination requires an extra charge and will be automatically added to the invoice during checkout. Shipping costs for international courier services are set automatically and can vary from USD 75 to USD 95. The fees depend on the jurisdiction of your ordered company, the country where the bank is based as well as your destination country.