Isle of Man (Ltd.) Isle of Man Ltd (2006 Act Company)Formation of 2006 Act Company in Isle of Man.
Straightforward company formation in prestigious jurisdictions for global tax planning and holding purposes. Zero corporate tax, VAT registration for trade in the EU, political stability and openness for business.
Recurring Maintenance Fees as from the 2nd year - $3100.
Please note: If applying for a corporate bank account you will need to order a full set of apostilled company documents when the account is opened outside of Isle of Man.
Facts & Info for Isle of Man (Ltd.) Isle of Man Ltd (2006 Act Company)
- Companies formed under the Companies Acts 1931 to 2004.
- Companies formed under the Companies Act 2006
- Limited Liability Companies
- Limited Partnerships
The Isle of Man Companies Act 2006 came into force on 1 November 2006 and introduced a simplified corporate vehicle into Isle of Man law. The Act is a standalone piece of legislation and 2006 Act Companies co-exist with present and future companies incorporated under the existing Isle of Man Companies Acts 1931 – 2004.
A duly incorporated limited liability company constitutes a separate legal entity and may sue and can be sued in its own name. A 2006 Act Company can be incorporated, registered or continued under the Act as:
- a company limited by shares;
- a company limited by guarantee;
- a company limited by shares and by guarantee;
- an unlimited company without shares; or
- an unlimited company with shares.
By far the most usual form that businessmen and/or corporations prefer is the private company limited by shares.
NAME OF THE COMPANY
If a 2006 Act Company is formed as a company limited by shares, a company limited by guarantee or a company limited by shares and by guarantee, it can have “Incorporated”, “Inc.”, “Corporation” or “Corp” as the last word of its name, in addition to the traditional “Limited”, “Ltd”, “Public Limited Company” or “PLC”. There is no distinction between private and public companies and no distinction between designations; can be “Limited”, “Ltd”, “Incorporated”, “Inc.” etc.
Isle of Man companies can use any name unless it includes words such as Empire, Crown, Imperial, Windsor, Royal, Assurance, Bank, Building Society or any other words deemed sensitive or offensive. Special consent is required for names such as European or International. The company name is subject to Registry approval.
MEMORANDUM AND ARTICLES OF ASSOCIATION
A company is incorporated in the Isle of Man by application made to the Registrar of Companies. Memorandum and Articles of Association, statement of location of Registered Office and details of the first directors and shareholders must be lodged with the Registrar. Memorandum specifies the activities in which the company may engage and Articles of Association specifies the rules governing the internal management of the company.
A minimum of one shareholder is required which may be an individual or a corporate body. There is no restriction on the nationality or residency of the shareholders. The maximum number of shareholders is unlimited. Details of the shareholders must be filed and appear on the public file, but anonymity can be preserved by the use of nominee shareholders.
The company shares may be convertible, common or ordinary. Shares may be issued with or without a par value. Bearer shares or treasury shares are not permitted.
Directors may redenominate shares in other currency or consolidate/divide shares. There is no specific minimum capital requirement. Share capital is usually GBP2000. The maximum capital duty payable is GBP£5000. The minimum issued capital is one share of par value.
Isle of Man Company requires a minimum of one director, which may be an individual or a body corporate. A body corporate is only eligible to act as a corporate director if it is the holder of an appropriate licence issued by the Isle of Man Financial Supervision Commission under the Financial Services Acts 2008; or permitted to act as a corporate director by regulations made pursuant to the Act.
The full name, nationality, residential address and occupation together with copy of the passport are required. Details of the directors appear on the public file but anonymity can be preserved by the use of nominee directors. There is no requirement to have resident directors. It is important to note that most companies would have local resident directors to ensure and clearly demonstrate that the control and management of the company takes place in the Isle of Man.
REGISTERED OFFICE AND SECRETARY
Every company, registered in Isle of Man is required to have a registered office and address in Isle of Man, which should be notified to the Registry.
Isle of Man registered companies must have at all times a registered agent in the Isle of Man, who is a holder of an appropriate fiduciary license. The companies formed under the Companies Act 2006 are not required to have a company secretary.
The Companies Act 2006 require a Limited Company to hold an annual general meeting. A meeting of the members, directors and officials of the company can be held anywhere.
TIME NEEDED FOR FORMATION
Usually it is up to 7 working days.
The standard rate of corporate income tax in the Isle of Man is 0%. The 0% rate was introduced on 6 April 2006 and applies to the profits of accounts that form the basis of a company’s 2006/07 income tax assessments and any subsequent accounting periods.
Corporate income tax rate of 10% applies to the following sources of income only:
- income arising from banking business carried on by banks. Income arising from sources which do not constitute banking business is chargeable at the general 0% rate; and
- income derived from land and property in the Isle of Man (both rental income and profits derived from dealing in or developing land).
2006 Act Companies may be registered for VAT purposes with recognized in Europe “GB” prefix.
AUDIT AND FINANCIAL RETURNS
All Isle of Man registered companies require to keep reliable accounting record which:
- correctly explain the transactions of the company;
- enable the financial position of the company to be determined with reasonable accuracy at any time;
- allow financial statements to be prepared.
A 2006 Act company must also retain such invoices, contracts and other information as are necessary to allow the company to document.
Accounting records must be kept at the office of the registered agent in the Isle of Man such as to disclose with reasonable accuracy the financial position of the business in question at intervals not exceeding 6 months.
There is no requirement for the accounts of an Isle of Man Limited Company, formed under the Companies Act 2006, to be audited.
OUR SERVICES FOR THE COMPANY FORMATION IN ISLE OF MAN INCLUDE:
- Name check and approval
- Drafting and filing of Memorandum and Articles of Association
- A standard set of original corporate documents
- Payment of the government fee
- Provision of local officers per annum (includes directors, registered agent or secretary)
- Provision of registered address for one year
- 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 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.