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Company Incorporation

Belize

BACKGROUND

Geographical Location
Belize (formerly British Honduras) is a scenically beautiful, independent country located in Middle America, bordering the Caribbean Sea, between Guatemala and Mexico. It has an area of approximately 22,960 sq km, and is bounded by Mexico to the north and Guatemala to the west and south. The administrative capital is Belmopan, but the major commercial centre is Belize City which is located on the eastern coast close to the major international airport.

Climate: tropical; very hot and humid; rainy season (May to February)

Population
The total population of Belize is around 235,789 (July 1999 est.) of which some 60,000 live in Belize City. Much of the country's population is ethnically diverse and includes descendants of the original Mayan culture and various admixtures of Caribbean people, Caucasians, Chinese and East Indians.

Political Structure
Belize has an long history of peace, stability and democracy. It became a British Crown Colony in 1862 and achieved complete self-rule in 1981. Belize is a member of the British Commonwealth, the United Nations and the Non-Aligned Movement.

The political system is based on the Head of State British Westminster model with HM Queen Elizabeth II being represented by a Belizean Governor General. Executive authority is exercised by the Cabinet under the leadership of the Prime Minister, subject to approval by a 28 member Senate with the majority appointed on the recommendation of the Prime Minister. There are two main political parties, in the last election in June 1993 the government reverted to the United Democratic Party after five years of rule by the People's United Democratic Party. Both parties are committed to the economic development of the country and the encouragement of overseas investment.

Infrastructure and Economy
Belize's unspoiled environment with cays and barrier reef make it a popular destination for eco-tourists, whilst its clear unpolluted waters are excellent for swimming, diving, fishing and other aqua sports. The country also offers a unique mix of unspoiled woodlands, caves, rivers, mountains, waterfalls and jungle, in addition to a wealth of Mayan archaeological sites. There are also forest reserves, wildlife santuaries, marine resort areas and the world's only jaguar preserve.Major exports are sugar, bananas, citrus products, fishery products, garments and wood products.

Language
The official and spoken language is English.

Currency
The Belize Dollar (BZ$), with a fixed exchange rate of BZ$2 to US$1.

Exchange Control
Residents are subject to Exchange Control, but International Business Companies are exempted.

Type of Law
Common Law

Principal Legislation
International Business Companies Act 1990.


KEY FEATURES TABLE

General
Political Stability Good
British Based Legal System Yes
Type of Company IBC
Disclosure of Beneficial Owner No
Migration of Domicile Permitted Yes
Tax on Offshore Profits Nil
Non-English Language Names Allowed Yes

Corporate Requirements
Minimum Number of Shareholders One
Minimum Number of Directors One
Bearer Shares Allowed Yes
Corporate Directors Permitted Yes
Secretary Required No
Standard Authorised Share Capital US$5,000

Local Requirements
Registered Office/Agent Yes
Company Secretary No
Local Directors No
Local Meetings No
Government Register of Directors No
Government Register of Shareholders No

Annual Requirements
Annual Return No
Audited Accounts No

Recurring Government Costs
Annual Tax/Licence Fee US$100
Annual Return Filing Fee Nil


COMPANY FORMATION

Type of Company for International Trade and Investment
International Business Company (IBC)

Procedure to Incorporate
Registered Agent delivers the Memorandum of Association and Articles of Association to the registry together with the appropriate fee.

Restrictions on Trading
Cannot Trade within Belize or undertake Banking or Insurance business. Cannot solicit funds from the Public.

Powers of Company
A Company incorporated in Belize has the same powers as a natural person.

Language of legislation and corporate documents
English

Shelf Companies available
Yes.

Time Scale to Incorporate
24 Hours, but allow a further five working days for delivery of documentation from the Registry.

Name Restrictions
Any Name that has already been incorporated, or is so similar as to cause confusion. Names such as "royal" or "imperial", etc. or any name which suggests the patronage of Belize Government.

Language of Name
The name can be in any Language, although the documents will be in English.

Names requiring Consent or a Licence
"Bank", "Trust" and "Insurance"

Suffixes to denote Limited Liability
"Limited", "Corporation", "Societe Anonyme" "incorporation" "Sociedad Anonima", "Gesellschaft mit beschrankter Haftung" or the relevant abbreviations.

Disclosure of Beneficial Ownership to Authorities
No


SHARE CAPITAL, TAXATION, LICENCE FEES AND COMPLIANCE MATTERS

Authorised Share Capital
The normal authorised share capital is US $5,000.

Classes of Shares Permitted

  • Registered Shares
  • Bearer Shares
  • Shares of no par value
  • Preference Shares
  • Redeemable shares
  • Shares with or without voting rights

Bearer Shares Permitted
Yes

Taxation
An International Business Company does not pay any tax on its worldwide profits to Belize authorities.

Double Taxation Agreements
Belize is not a party to any Double Taxation Agreements.

Licence Fees
Licence Fees are payable by 31st July in the year following incorporation, and then annually. Companies with an Authorised Capital up to $5,000 pay the sum of $100.00 per year, which is fixed for a period of twenty years. Companies with a share capital between $5,001 and $50,000 pay $300.00 per year, and Companies with Share Capitals in excess of $50,001 pay the sum of $1,000 per year. Companies whose Authorised Capitals have some or all of its shares with no par value pay the sum of $350.00 per year.

Financial Statement Requirements
Whilst there is no requirement to file Audited Accounts with the authorities, a Company is required to keep financial records which reflect the financial position of a Company.


STRUCTURE OF MANAGEMENT

DIRECTORS
Minimum number of Directors
One if a Company Secretary is appointed. If not, Two.

Nationality and Residence of Directors
The Directors can be of any nationality, and resident anywhere in the world.

COMPANY SECRETARY
Company Secretary Required

Not a Requirement under the Act, but a Secretary is normally appointed to facilitate signing obligations.

SHAREHOLDERS
Minimum number of Shareholders
Two

 

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