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Belize ( Belize) 

Belize companyIBC - registration fee from $800

 

Belize is a fully independent state located in Central America.,although it is part of the Commonwealth of the United Kingdom (UK). Belize, formerly known as British Honduras, is a dynamic and culturally diverse country in Central America with a population of over 330,000.  English is the official language of Belize, although Kriol and Spanish are also actively used in the life of the state. The legal system is based on common  English law. The form of government is a parliamentary democracy. 

Belize borders on Mexico in the north,  in the south and west - in Guatemala. To the east of Belize is the Caribbean Sea.  

The area of the country is about 9,000 square meters. miles (or ~23.000 sq. km) of land. Once the lands of Belize were the stronghold of the Mayan empire, between 1500 BC. and 800 AD Belize later became part of the British Empire as British Honduras. British Honduras was renamed Belize in 1973. Belize then gained full independence in 1981. 

Today, five major commercial banks of the country operate in Belize  -  Atlantic Bank, Belize Bank, FirstCaribbean Bank - International Bank, Heritage Bank and Scotiabank (Belize), this is a stable country with a well-developed economy, although tourism remains the main source of income for the country budget. 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Belize International Business Companiessuccessfully used for INTERNATIONAL TRADE AND INVESTMENT all over the world.  Company type  - International Business Company (IBC).

Important Note: Inspite of the above mentioned status opening bank accounts for Belize companies in Cypriot banks is practically impossible ( starting from 2018). We can arrange opening accounts in a fintech company ( payment system).   

Registration order. 

 

After placing an order, our registered agent in Belize prepares a package of constituent documents of the company, including the constituent agreement  contract, articles of association, certificate of incorporation of the company, register of directors, register of shareholders, certificate (s) of shares, other documents, registers the company   in the public registry of companies of Belize, along with the corresponding payment of government fees, as well as in the tax office of Belize, obtaining a tax number for the company (TIN - tax indetification number). Registration begins with the verification of the proposed company name, unless the customer uses ready-made names already approved by the Registrar. We are ready to provide you with a list of pre-approved company names upon request. 

Incorporation (or initial registration)  company as a legal entity is a fairly straightforward process that has evolved over the years based on local law and industry practice.

In order to start registering a new company, or to purchase a ready-made private company MBC, first of all, YOU need to promptly provide us with information, and fulfill a number of requirements for the provision of KYC (Know Your Client) documents, without which the incorporation of the company cannot start. We require our customers and clients to pre-fill a number of forms and questionnaires and send them to us by e-mail, which will greatly facilitate and speed up the work of initial registration (or the acquisition of a ready-made company), and will allow you to receive the required information (and documents) from you in as soon as possible. By completing these Questionnaires and Forms and providing the required documents (scanned copies to begin with), you will help our team to complete our internal Compliance; KYC procedures, as well as to comply with all EU directives and Cypriot national anti-money laundering and anti-money laundering laws. terrorism. 

The Company Questionnaire is a form where all details of the new company must be provided (i.e. required company name, activities, number and names of directors and shareholders, and information regarding the source of funds of the ultimate beneficial owner of the company or companies).

FORM on customer acceptance - this form is for individuals. It is one of the main forms that contains personal, personal information about the identity of the client (natural person or natural persons) who will participate in the management or activities of the company, i.e. shareholders, directors, contact persons, etc.

 

We need to get from you, in addition,certified copies of a passport or identity document, a certificate from the bank where the individual has accounts (Bank reference Letter), a document confirming the address of residence of the individual, and other documents if necessary. 

 

In the case of participation as a shareholder of a legal entity we will send you a questionnaire, or a form for legal entities, which contains information about each legal entity participating in the shareholder structure  of the new company (if any). We will also ask you to provide us with information about the bank (banks) in which the company is going to open accounts, so that after registering the company, request such a bank to open accounts for this company (upon your request). 

Upon completion of state registration, the company receives from the Registrar of Companies of Belize a standard package of company documents (in English),  including  Certificate of Incorporation, Memorandum and Articles of Association of the company. The cost of registering a company also includes services for notarization and legalization of a standard package of documents (or copies of documents) of the company, the Memorandum and Articles of Association of the company with Apostille (as a package of copies or original documents). The cost of registration also includes the cost of the registration address, the cost of nominee services (Director or Shareholder Director), agent services and state fees for one year from the date of registration of the company, one-time courier sending of constituent documents to the address of the recipient. The price does not include the issuance of a power of attorney, resolutions of the director of the company on the approval of the issuance of a power of attorney, and other services, if they are ordered.  They must be paid additionally after the order and package of documents are agreed. 

Trading restrictions
Belize companies, in accordance with the Belize Companies Law, cannot trade and conduct business  in Belize or own real estate there.  Companies also do not have the right  to operate as a bank or financial institution, provide insurance or reinsurance services.

However, the country's legislation allows the Belize International Business Companies  to conduct the following activities in the territory of Belize:

  • open and/or maintain deposits (accounts)   in local banks in Belize;

  • establish   or maintain professional contacts with any person in Belize;

  • prepare  and keep books and records of accounting, prepare financial and tax reporting within the territory of Belize;

  • hold meetings of its directors or shareholders in Belize;

  • keep in  lease the property for use as an office in Belize; 

  • own ships registered in Belize under the Merchant Vessel Registration Act, 1989;

  • buy and hold  shares in another Belize company -  MBK (IBC).

CREDENTIALS OF IBC COMPANIES. 
A company registered in Belize as an IBC has the same powers as an individual.

Language of legislation and corporate documents of the company are prepared and provided in English.

COMPANY NAME RESTRICTIONS. 
Any name(s) that has already been entered on the register and is owned by another active company or enterprise, or is so similar as to cause confusion, will be rejected by the Belize Registrar of Companies.  Any name that the Registrar considers objectionable, obscene or offensive will also be rejected.  No titles such as royal, imperial or any title that suggests patronage of the Belizean government will be registered.

Title and documentation language.  
The name of the MKB company may be indicated using any language. For example, Chinese language incorporations with company documentation  in Chinese are very popular these days, although they are used in 99% of cases by Chinese customers. The standard package of company documents assumes that all company documentation upon incorporation will be issuedin English. Ordering any other language for the company's documentation package requires additional approval (preliminary), and is agreed on a price separately with each such customer. 

COMPANY's REGISTERED ADDRESS.

All Belize companies are required by law to have a registered office address in Belize. The address of the company is represented by the registered agent of Belize at its address, and the office of the company is registered at the address of the registered agent in Belize. 

NAMES AND ACTIVITIES FOR WHICH PRIOR CONSENT AND LICENSES ARE REQUIRED
The use in the name of words such as - Bank, building society, savings, loans, insurance, reinsurance, trust, trustees, Chamber of Commerce, university, municipal, or their foreign language equivalents, or any name in English or in a foreign language that may propose association with the banking or insurance industry, requires prior approval from the Registrar of Companies. Services for obtaining such consent are agreed with the customer separately, and the price for registering a company is not included. 

In the name of companies, to indicate limited liability, it is permitted by law to use the following indications of the legal form of the company, such as: Limited, Corporation, Incorpotion, Societe Anonyme, Sociedad Anonima, Aktiengesellschaft, or the corresponding abbreviations (Ltd, Corp., Inc., SA , AG). 

SHARE CAPITAL OF THE COMPANY. 
The usual standard authorized share capital of an MBC company is US$50,000 divided into 50,000 shares with or without par value.  Share capital may be expressed in any currency. 

The minimum issued (distributed)  capital may be -  one (1) share of no par value or one share of par value.

The Companies Act of Belize allows the issuance of different classes of shares. Belize companies are allowed to issue registered shares, bearer shares, shares of no par value, preferred shares, redeemable shares, shares, and shares with or without voting rights.  All types of shares that a company is entitled and intends to issue upon incorporation must be specified in the Articles of Association of the company.  
 

BEARER SHARES - ALLOWED. However, bearer shares are immobilized. They must be kept at the Registered Agent, in Belize, at the address of the company. 

The Companies Act of Belize and other laws of Belize do not provide for any disclosure of the beneficial owners of the company, Directors, shareholders of the company to the government of Belize, including the Registrar of Companies of Belize. The Belize Registration Agent is not authorized to disclose these details to anyone except by legal request. 

TAXATION OF INTERNATIONAL BUSINESS COMPANIES. 


THIS SECTION IS UNDER UPDATE. 

LEGAL PROTECTION OF ASSETS
Company assets are protected by law against confiscation or expropriation of property,   or similar actions by foreign governments.

REQUIREMENTS FOR THE PREPARATION AND AVAILABILITY OF ANNUAL ACCOUNTING RECORDS. 

The law requires companies to maintain and prepare annual financial statements for all transactions and transactions, and to prepare annual tax and financial statements reflecting the financial position of the company. Tax and financial statements starting from March 2022 must be submitted annually to the tax authorities of Belize (first reporting period 2020-2021). These requirements were introduced by a new law in Belize in September 2020. When ordering a company, the customer must be ready to sign with the beneficiary or the director of the company (not nominal) without fail the Resolution on the address of the company's records and financial statements, and provide it for transfer to the registered agent of Belize. 

 

HOLDING GENERAL MEETINGS OF SHAREHOLDERS OF THE COMPANY. 
The law does not require a mandatory  annual general meeting of shareholders in the company. Any and all meetings of shareholders may be held outside of Belize, and may be held by absentee participation by telephone or using  other electronic means. 

DIRECTOR.
The minimum number of directors to be appointed in a company is one (1). Directors may be natural or legal persons. They may be of any nationality and may be residents of Belize. Appointment of a nominee Director (or Board of Directors) is permitted. When appointing a nominee director, the customer will have to sign an Indemnity Agreement for his company, which will be a guarantee for the nominee Director to indemnify him for losses in case of claims against him from third parties for the actions of the company.

COMPANY SECRETARY
The appointment of a secretary in a company is not a requirement under Belize law, but a secretary may be appointed at the discretion of the customer to facilitate the signing of documents, for other purposes. By default, no company secretary is assigned. 

SHAREHOLDERS
The minimum number of shareholders is one (1) . Shareholders may be natural or legal persons and of any nationality. The appointment of nominee shareholders is permitted. The nominee shareholder will sign a declaration of trust for the beneficiary customer, or an agreement for nominee services (included in the price of the package of documents when registering a company). 

COMPANIES ANNUAL RENEWAL 

All Belize Companies must pay an annual renewal fee (in lieu of corporate income tax) to the Belize Government.  In addition, the services of   registered agent, company registered office in Belize, such services were ordered upon incorporation of the company. 

The Annual Renewal Fees are payable to the Government of Belize once a year, starting from the second year after incorporation, on a date starting on January 1 of the year following the year of incorporation, and no later than June 30 of the same year. 

In our system, we track the dates of the annual renewal of companies. We will contact you  with you in the first or second months after the start of the next year and send you a notification about the need for an annual renewal of your company.  In such notice, we will definitely ask you to confirm that your company is to be renewed.  If you agree to renew and pay for an annual renewal, you inform us about it, in which case we will send you an invoice (Invoice)  to pay for your company's renewal. This invoice will include all necessary items of expenses for the renewal of the company, as well as additional services (if ordered). 

Mandatory renewal fees are subject to annual professional agent fees, government fees, and company registration address. Upon payment of the annual company renewal fee, we will send you a renewal confirmation. If you order a certificate of good standing of the company (from the register), we will receive a Good Standing certificate for your company. 

Under the Belize Law, the government only accepts and can accept annual renewal fees from the registered agent of a particular company. Therefore, unfortunately, customers are excluded by law from paying government fees directly to the Belize government agency. 

It is important to note that the company's annual renewal fees must be paid on time, within the above deadlines. Failure to pay the annual fee and payment for the services of the agent, address, will result in the loss of the company's good standing status, while the company will be fined for late payment of the annual renewal.  Non-payment of government fees will result in the payment of fines and penalties by the company, and if the extension is not paid by December 31 of the current year, then the company will be struck off after January 1 of the next year   (struck-off the register) from the Belize Companies Registry.  

It is also important to note that the company, which was struck-off the register of companies for failure to pay an annual renewal by the registrar,  , remains liable for any and all outstanding fees. It also continues to be liable for all of its obligations and debts to creditors. However, such a company will no longer be able to continue to trade or enter into any new transactions, and its directors, shareholders and managers, by law, will be prevented from any transactions or transactions with the assets of such a company. In essence, deleting a company from the public register of companies means that all of its assets and funds are legally frozen until the company is restored to good standing - or legally dissolved (i.e. liquidated).

After a company is struck off the register for non-payment of an annual renewal, it is possible, of course, to restore the company by paying annual fees and charges, as well as an agent fee, with payment of interest for late payment, but, in addition,   also pay significantly higher fees, increased by the amount of fines and penalties for the restoration of the company in the register, while the amount of fines will depend on the number of days, months, years (etc.) that have passed since the company was struck from the public register of companies in Belize.  

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