Want to set up a firm in the Bahamas? We can assist you in starting a business or in buying a shelf company in the Bahama Islands with a full package of necessary documents, legal advice and follow-up support. Incorporation of a firm in the Bahamas includes provision of a registered office (for at least 1 year in any of our service plans), an apostilled set of constitutional documents, secretarial services and assistance with compliance fee and pre-approval for opening an account in banks of the Bahama Islands. The total price of company formation in the Bahamas includes all necessary fees and charges for the first year of operation, as well as full one-year nominee service (package Optimum).
The legal system in the Bahamas is based upon the English common law.
The offshore companies or IBCs are regulated by the International Business Corporations Act 2000.
The principal forms of business organization in the Bahamas are:
For offshore solutions, the most common structure is the IBC.
There is a range of requirements to the company name in the Bahamas:
In case of the violation of the above, the Registrar may, whether or not the consent of the company in existence give notice to the last registered company to change its name and if it fails to do so within 60 days from the date of the notice the Registrar shall direct the company to change its name to such name as the Registrar deems appropriate, and the Registrar shall publish a notice of the change in the Gazette.
The following steps are required to incorporate an IBC in the Bahamas:
It takes 1 to 7 business days to register an IBC.
The following restrictions apply on IBCs’ activities:
However, IBCs are permitted to own shares in other Bahamian companies, maintain bank accounts in the jurisdiction and employ the services of local professionals.
A company shall at all times have a registered office in The Bahamas.
The address of the registered office shall be submitted to the Registrar with the Memorandum for registration upon the date of the application for incorporation.
The directors of the company may change the address of the registered office of the company, which change shall be notified to the Registrar within 14 days after such change has been made.
The following information should be kept at the registered office:
A company shall at all times have a registered agent in The Bahamas.
No person shall act as registered agent unless he is licensed to carry on the business of financial and corporate services pursuant to section 3 of the Financial and Corporate Service Providers Act:
The name and address of the registered agent shall be submitted to the Registrar for registration at the date of incorporation of the company.
The company shall notify the Registrar of any change in the name or address of the registered agent.
Where the registered agent of a company desires to cease to act as registered agent and the registered agent is unable to reach an agreement with the company for which he is registered agent concerning his replacement, the following provisions shall apply —
A company shall have a common seal and an imprint thereof shall be kept at the registered office of the company.
The redomiciliation of companies to or from the Bahamas is permitted.
A company incorporated under the laws of a jurisdiction outside The Bahamas may continue as a company incorporated under IBC Act as follows —
Subject to any limitations in its Memorandum or Articles <u>a company incorporated under IBC Act may, by a resolution of directors or by a resolution of members, continue as a company incorporated under the laws of a jurisdiction outside The Bahamas</u> in the manner provided under those laws.
A company incorporated under IBC Act that continues as a company incorporated under the laws of a jurisdiction outside The Bahamas, does not cease to be a company incorporated under IBC Act unless the laws of the jurisdiction outside The Bahamas permit the continuation and the company has complied with those laws.
An IBC shall be managed by at least one director who may be an individual or a company. Directors need not be resident in the Bahamas and there is no stipulation as to their nationality.
A company shall keep a register to be known as a register of directors and officers containing —
The register of directors and officers may be in such form as the directors approve, but if it is in magnetic, electronic or other data storage form, the company must be able to produce legible evidence of its contents.
The register of directors and officers, commencing from the date of the registration of the company, shall be kept at the registered office of the company.
A copy of the register of directors and officers shall be filed with the Registrar and shall be open to inspection by members of the public during official hours. The register of a company shall be filed with the Registrar within twelve months after the appointment of the directors and officers of that company. Where the register has not been filed within this period the company may be struck off the Register.
Directors meetings need not be held in the Bahamas and can be held by telephone.
There is no statutory requirement for a secretary in the Bahamas.
The minimum requirement for a Bahamian IBC is one shareholder. Shareholders may be either a natural person or a corporate entity. Shareholders may be of any nationality and reside in any country. Nominee Shareholders are allowed.
A Bahamian IBC does not need to hold an Annual General Meeting of its shareholders. Shareholders and directors meetings need not be held in the Bahamas and can be held by telephone.
Shareholders’ details are not available to public.
Until 2001, there was no need to register details of beneficial owners, directors or officers, but under the International Businesses Companies Act 2001 which came into force at the start of 2001 IBCs are required to submit their identities, addresses and names of directors and owners to the Registrar General's Department. However, beneficiary's detailes are disclosed only to registered agent.
There is no minimum capital requirement.
Shares must be registered and may be issued in any currency.
Bearer shares are no longer permitted.
Shares can be issued at a par or a non-par value.
Standard amount of capital is 50000 US dollars.
Price2 600 USD
including incorporation tax, state registry fee, including Compliance fee
Stamp Duty and Companies Registry incorporation fee
Price1 725 USD
including registered address and registered agent, NOT including Compliance fee
DHL or TNT, at cost of a Courier Service
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Paid-up “nominee director” set includes the following documents
Paid-up “nominee shareholder” set includes the following documents
Compliance fee is payable in the cases of: renewal of a company, liquidation of a company, transfer out of a company, issue of a power of attorney to a new attorney, change of director / shareholder / BO (except the change to a nominee director / shareholder)
simple company structure with only 1 physical person
additional compliance fee for legal entity in structure under GSL administration (per 1 entity)
additional compliance fee for legal entity in structure NOT under GSL administration (per 1 entity)