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Company Incorporation
Guernsey
We are pleased to provide a summary of the salient features of
companies incorporated in Guernsey.
Guernsey is the second largest of the Channel Islands with Jersey being
the largest. Guernsey lies in the English Channel off the north west coast of France. It
covers 24 square miles and has a population of approximately 58,000 with the principal
centre of business activity being St. Peters Port.
The Channel Islands have a unique constitutional arrangement with the
UK. The Islands are possessions of the English Crown as distinct from colonial and
overseas dependencies of the United Kingdom and accordingly the locally elected
legislative assemblies have the exclusive right to legislate on matters of domestic
concern to the Islands (including taxation) whilst the United Kingdom Home Office is
responsible for the external affairs of the Islands.
The Islands are associated members of the European Community and as such
are only subject to European law in so far as they specifically contract in to the
European Community. Thus they have elected to become part of the common tariff and
agricultural levy system but are not subject to European law in most other areas.
The official language is English although French is still spoken an d
the legal system is based upon a mixture of English and French law.
Guernsey has signed double taxation agreements which provide for the
exchange of information with the United Kingdom so UK residents should carefully consider
whether Guernsey is the correct place in which to set up an offshore structure.
A GUERNSEY EXEMPT COMPANY
Companies which are incorporated in Guernsey but which are owned by
non-residents of Guernsey and do no business with Guernsey resident individuals or
corporations can be granted exempt status in Guernsey. Such companies have the following
characteristics:
TAXATION
Guernsey exempt companies pay no taxes in Guernsey but are subject to a
flat rate corporate duty of £600 per annum irrespective of profit.
SHAREHOLDERS
A minimum of two shareholders are required and Corporate shareholders
are permitted. Please note that details of the beneficial owner of the company must be
communicated to the Guernsey authorities but that information is protected by secrecy
provisions. Bearer shares are not permitted. A share register must be maintained at the
registered office address of the company and must be avail-able for inspection by any
member of the public. Details of shareholders are also maintained on the public file at
the Companies Registry but anonymity can be preserved by the use of nominee shareholders.
DIRECTORS
A minimum of one director is required and Corporate directors are
permitted. De-tails of directors must be kept at the registered office and appear on the
public file kept at the Companies Registry but anonymity can be preserved by the use of
third party directors. There is no requirement to have resident directors.
ANNUAL REPORTING
An annual return which gives details of the current directors and
shareholders and any change in the shareholders since the last return or, in the case of a
company filing its first annual return since the date of incorporation, must be filed at
the public registry in January of each year and a filing fee of £100 is payable. It
should be noted that fines are payable if a company fails to file its annual return on the
due date.
TIMESCALE
Incorporation can be achieved within approximately twenty-one working
days. Ready made companies are not available as the requirement to reveal details of the
beneficial owner before incorporation means that it is not possible to incorporate
companies except upon the instructions of a client.
RESTRICTIONS ON NAME AND ACTIVITY
Names must end with the word "Limited". The following words
and their associated activities can not be used: Assurance, Bank, Building Society or any
other words deemed sensitive or offensive.
SECRECY
There are no specific statutory provisions governing secrecy in relation
to companies but English Law, which applies within the jurisdiction, does impose a common
law duty on professionals to keep the affairs of their clients confidential.
ORDER
FIND/BUY RELATED
BOOKS!
Whilst
every effort has been made to ensure that the details contained herein are correct and
up-to-date, it does not constitute legal or other professional advice. We do not accept
any responsibility, legal or otherwise, for any errors or omissions.
Please go to our Uses of offshore Companies Page where you will
find interesting information on the benefits of using offshore companies and trusts for
business and personal use, links to information on other locations and details of our
products and services.
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