Belize is a small country in South America located between Mexico and Guatemala. It sits on the Yucatan Peninsula that is washed by the beautiful Caribbean Sea. It is an extremely interesting place often referred to as the ‘ancient land of the Mayan ancestors’. The country is known for its blue lagoons, impenetrable jungle, mysterious pyramids, and tropical rains.
Belize used to be a British colony until 1981 when it became an independent country. It is a rather young state but it has managed to turn into one of the most popular offshore jurisdictions in the world. The country boasts the following attractive properties:
– Stable internal and external policies;
– A stable economic situation;
– A high speed of company formation;
– A good international reputation;
– A high level of confidentiality;
– A closed register of company owners;
– Zero taxation.
We have to note that zero taxes are charged only if the company does all business in other countries. In any case, you have to acquaint yourself with the Belizean business-related legislation if you would like to start a company in the country. The good thing is that the laws are written in English, as it is the official language in Belize. On the other hand, the legal language may be hard to understand and you would benefit greatly if you sought advice from an experienced lawyer. The legislation in Belize is based on the English Common Law as is to be expected.
Belize is a member of the following international organizations:
– The United Nations;
– The British Commonwealth of Nations;
– The Caribbean Community (CARICOM).
Stages in the process of registering a company in Belize
You’d have to go through the following main stages if you wanted to incorporate a company in Belize:
– Invent a company name and reserve it with the Register (the company name has to be unique);
– Draw up company By-laws;
– Draw up a Memorandum and Articles of Association;
– Have the corporate documents translated into English if necessary (translations have to be apostilled and notarized before they are submitted to the Registrar);
– Obtain the Company Registration Certificate;
– Open a corporate bank account in any bank in any jurisdiction.
Please note that in addition to registering a new company, you can buy a shelf company in Belize. You can read more about this opportunity if you follow the link.
Requirements to a company registered in Belize
You will probably be surprised to learn how lax the requirements are:
– No requirements to the charter capital;
– The standard amount of the charter capital is US$ 50,000;
– Company founders can be of any nationality;
– The minimum number of company shareholders is one;
– The minimum number of company directors is one;
– The same person can be the company shareholder and director;
– Company directors can be of any nationality;
– No reporting;
– No audit;
– No taxes;
– No company secretary is required;
– Bearer shares are not allowed;
– Preferred shares are allowed;
– A company office in Belize is mandatory;
– No other economic substance requirements;
– A local registration agent has to be hired;
– No timeframes for depositing the charter capital;
– A company seal is mandatory (the licensed agent has to have a copy of the seal).
Licensed registration agents can work for state or private companies in Belize. These organizations will also help you with finding an office where your company personnel can work. Besides, you can have a virtual company office, which will reduce your operational costs.
Forms of company ownership in Belize
Foreigners can establish companies of the following types in Belize
– Private companies:
Minimum number of shareholders is 1 and maximum is 50. Company shares cannot be publicly traded.
– Companies limited by shares:
Liabilities are limited by shares.
– Companies limited by the amount of capital contribution:
Liabilities are limited by the shareholders’ contributions to the charter capital.
– Unlimited liability companies:
Liabilities are unlimited.
– Limited partnerships:
Minimum number of partners is one. One or more partners have unlimited liabilities while all other partners have limited liabilities.
Please note that non-residents of Belize cannot form cooperatives while local people can.
Taxes for offshore companies in Belize
The following fees are payable in Belize instead of taxes:
Annual registration fee:
LLC – US$ 650;
IBC – US$ 600;
– If the company charter capital is US$ 50,000 or less, US$ 100 is due in the first year and then US$ 150 is due every year if the charter capital does not grow;
– If the charter capital exceeds US$ 50,000, US$ 1,000 is due every year.
Other costs involved:
– Office rent;
– Registration agent’s fee;
– Nominees’ fees (if applicable).
If your offshore company is physically present in Belize, the following requirements have to be met:
– The corporate documents have to be kept in Belize;
– If the documents are not kept at the company office, the registration agent has to be informed about the place of storage;
– Only resident companies are allowed to do business in Belize;
– Dividends and interests are not taxed;
– Certain kinds of companies can own property in Belize;
– Licensed companies have to be physically present in Belize.
Documents required for registering a company in Belize
The following personal documents are required:
– A copy of the passport or a similar ID;
– A proof of residential address.
The following corporate documents are required:
– Company By-laws, a copy;
– Memorandum and Articles of Association, a copy;
When the company is registered, the following documents are issued to the company founder(s):
Company registration certificate;
– Memorandum and Articles of Association;
– Company seal;
– Director appointment resolution;
– Company share certificate(s);
– Minutes of the first shareholders’ meeting.
‘Pluses’ of Belize
– Low company registration costs;
– A comfortable business environment;
– A stable political situation;
– A closed company register;
– Nominee services are allowed;
– No currency control;
– State support for business companies;
– No reporting is required even though records have to be kept;
– Asset protection at the state level.
‘Minuses’ of Belize
– Offshore companies are not allowed to do business in the country;
– IBC’s are not allowed to own property in Belize;
– Since 2013, the law has required that the following documents be kept:
– Financial reports;
– Contracts;
– Receipts;
– Documents with transaction details;
– Accounting books;
– Documents reflecting assets and liabilities.
In any case, you would not have to submit any reports in Belize.
The country participates in automatic exchange of fiscal information with other countries. Belize has signed multiple bilateral agreements with European countries in particular. However, the opportunity to use nominee services makes automatic exchange of fiscal information irrelevant.
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