Gibraltar

Gibraltar is a British Overseas Territory in the south of the Iberian Peninsula. The official language is English. The currency is the Gibraltar pound and sterling is also common.

Gibraltar's legislation is based on English common law.
Gibraltar is part of the EU (as part of the UK).
Gibraltar's main trading partners are the UK and Morocco.

6 simple steps to purchase a company

  1. choosing a country

  2. choosing a bank

  3. payment (by any method)

  4. sending documents

  5. company registration

  6. bank account opening

Jurisdiction advantages

  1. Gibraltar applies the territorial principle of taxation – only corporate income tax is charged on profits from activities within Gibraltar or derived from sources within Gibraltar.
  2. One of the few jurisdictions in the EU that does not charge value added tax (hereinafter VAT).
  3. No withholding tax on transfers of dividends, interest and royalties.
  4. There are no currency control regulations and no regulations on controlled foreign companies.

Organisational and legal forms:

  1. Sole trader
  2. Partnership
  3. Limited liability partnership
  4. Private company limited by shares, LTD
  5. Trusts
  6. Non-profit making organisations

Features of companies in Gibraltar

Name

When choosing a company name, be aware that the use of the word associations, royal, imperial, trust, trustee, bank, assurance, group, Europe, international requires special permission from the Gibraltar Companies House.

Package of documents for registration

Once the company's name has been approved by the registry, it must submit the following documents:

  1. Articles of Association;
  2. Declaration of conformity;
  3. Notice of registered address;
  4. Statement of initial share capital.
Residence

A company is deemed to be resident in Gibraltar if its business is managed and controlled from the territory of Gibraltar.

Shareholders

A company must have at least one shareholder in its structure. It can be an individual or a legal entity of any residency. Data on shareholders must be entered into the register of shareholders and be publicly available. The maximum number of shareholders in a private company is 50.

Directors and secretaries

Any company should have at least one director and one secretary in its structure. They can be individuals or legal entities of any residency. However, if the company has a sole director, they cannot be appointed secretary at the same time. Their details must be entered into the register of directors and secretaries and are publicly available.

Address

A company can only be registered at an address within Gibraltar.

Shares

The minimum number of shares issued by a private company is 1. The share capital may be paid in cash or in other assets with a certain value. The amount payable is determined by the company's articles of association.

Annual meetings of members

under Gibraltar law must be held once in a calendar year, no later than 15 months from the date of the previous meeting. Private companies have the right to waive the practice of holding general meetings on the basis of a decision taken at a meeting of the members.

Redomiciliation (i.e. the transfer of a company registered in one jurisdiction to another jurisdiction) of companies registered in the designated Companies House of states and territories to Gibraltar is also permitted. The redomiciliation of Gibraltar companies to the same states and territories is equally available.

Company reporting in Gibraltar

  1. The scope of reporting to the register of companies may differ for micro, small, medium and large companies.
  2. For example, micro-enterprises and small companies are only required to submit a condensed balance sheet.
  3. For medium-sized companies, the reporting requirements are as follows: full balance sheet, condensed income statement, notes, director's report and auditor's report.
  4. The package of documents for large companies includes the following types: full balance sheet, full income statement, notes, director's report and auditor's report.
  5. The size of the company is determined on the basis of the following criteria (at least two of the three criteria must be met):
Type of company Net turnover per year
(pounds sterling)
Net value of assets
(pounds sterling)
Number of employees
Micro No more than 632.000 No more than 316,000 No more than 10
Small No more than 10,200,000 No more than 5,100,000 No more than 50
Average No more than 36.000.000 No more than 18.000.000 No more than 250
Large Over 36.000.000 Over 18.000.000 Over 250
  1. The reporting period runs from 1 July to 30 June.
  2. The tax return must be submitted to the Income Tax Office no later than 9 months after the end of the tax period.
  3. For all companies registered in Gibraltar, a Company Profile is generated and posted on the official Companies House website for public access. The following information is included in the Company Profile:
    1. Registration number;
    2. Company name;
    3. Date of company registration;
    4. The date on which the financial statements were filed with the tax authorities;
    5. The end date of the reporting period as stated in the financial statements;
    6. Registration address;
    7. Legal status of the company (active, or removed from the register, or in the process of liquidation);
    8. Information about share capital;
    9. Information about the shareholders;
    10. Information about the directors;
    11. Information about the secretaries;
    12. Details of claims against the company (including those brought to court).
  4. Information about the beneficial owners of companies is disclosed only to the registration agent and banks when opening an account, and is not publicly available.

Taxation in Gibraltar

  1. The territorial principle of taxation applies: only income from the activities of an organisation in the territory of Gibraltar, or received from sources in Gibraltar, is subject to income tax. Other income is not subject to taxation.
  2. The standard income tax rate is 10%. There is also a separate rate for this tax for utilities and companies abusing their dominant market position, in the amount of 20 %.
  3. Income from capital gains and income from investments in securities that have been listed on a securities exchange is not subject to income tax.
  4. The transfer of the company's losses is allowed only for the periods following the reporting period. The transfer of losses to previous periods is not allowed.
  5. In the event of an obligation to pay income tax, an advance payment of 50% of the full amount of tax for the relevant accounting period must be made by 28 February of the year following such reporting period. The remaining part of the tax amount to be paid must be transferred to the budget no later than 9 months from the end of the reporting period.
  6. No withholding tax on payments of dividends, interest and royalties.
  7. No VAT or other similar types of taxes.
  8. In addition to income tax, there are obligations to pay stamp duty and the employer's social security contributions for employees.

Gibraltar Tax Agreements

Gibraltar currently has no double taxation treaties with any state (territories).

At the same time, Gibraltar has an extensive network of bilateral Tax Information Exchange Agreements (TIEAs) upon request: 27 states and territories have undertaken to exchange information with the Gibraltar Authorities under the terms of the TIEA. Russia is not one of those states.

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