Morgan & Morgan relies on a skilled team of attorneys, business executives and accountants with over 20 years of experience in the offshore industry.

The firm is prepared to offer the incorporation, management and administration of companies with expertise in all major jurisdictions such as Panama, BVI, Belize, among others; helping our clients appropriately and effectively, regardless of the market conditions. 

We have a solid Compliance Department with professional and skillful staff who mitigate the risks associated with the offshore industry.

Furthermore, we  we are qualified to help our clients in Corporate Secretarial matters related to their companies. We offer post incorporation services such as directors nominee, custody books/records, custody books/corporate documents, issuance of shares, corporate resolutions, bank account opening , invoicing, accounting services (outsourced), among others.

Fact Sheet Form

Advantages:

  • Common law.
  • Expeditious incorporation. A company may be organized in just one week.
  • BVI BC may be created by persons of any nationality.
  • A minimum of one (1) stockholder is required who may have any nationality.
  • Shareholders may have any nationality.
  • Directors and officers need not be shareholders and may have any nationality, natural persons or companies.
  • A minimum of one (1) director is required by law.
  • Ownership is confidential.
  • Meetings of the BOD may be held in any country (personally, by proxy, telephone or any other electronic means).
  • BVI BC can issue bearer shares. Nevertheless, such companies will be subject to an annual license fee of US$1,100 and the bearer shares certificates must be immobilized with a custodian by the BVI FSC.
  • BVI BC may be notified of lawsuits, by service, thereof at the Registered Office of the company in The British Virgin Islands or by sending it to its address by mail.
  • BVI BC are expressly authorized to transfer its place of incorporation to another jurisdiction.
  • Foreign corporations are also allowed to continue as if originally incorporated under the BVI International Business Companies Law.
  • Vista Trust for share ownership.

Fact Sheet seychellesflagimage1

Advantages:

  • Common law.
  • US$100 incorporation fee payable to the Registrar (irrespective of the amount of the authorized share capital of the company) and US$100 renewal fee payable annually to the Registrar.
  • Expeditious incorporation. A company is possible to be incorporated in just one day; upon receipt of pertinent documents.
  • A company may be created by persons of any nationality without the need to travel to Seychelles.
  • Seychelles´ time zone (GMT+4) is highly convenient for European, Asian, African and Middle Eastern clients.
  • Seychelles is not subject to EU Directives.
  • Confidentiality is ensured inasmuch as neither the names of the directors nor the shareholders, nor the beneficial owner, have to be files in a public registry.
  • Seychelles companies are acceptable to international banks (including in China).

Fact Sheet Flag_of_Belize.svg

Advantages:

  • Common Law.
  • Expeditious incorporation.  A company can be organized in just one day.
  • Belize IBC may be created by persons of any nationality.
  • A minimum number of stockholders is not required for a company to exist.  Therefore, it may be wholly owned by a single person.
  • Shares may be issued in nominative or bearer form.  In case they are issued to bearer to private clients, the same must be kept in custody by the registered agent.
  • Shareholders may be of any nationality.
  • The capital of a corporation need not be paid at the time of incorporation.  Thus, it is possible to have a corporation in existence without unnecessarily tying up funds prior to the time these are really needed.
  • Belize law does not require any correlation between the paid in capital and the value of the assets of the corporation.
  • The Directors-Officers need not be shareholders, and may be of any nationality, natural persons, or companies.
  • A company may have a single director, since this is the minimum required by law.
  • Anonymity is ensured inasmuch as neither the name of the directors, nor of the shareholders, nor of the Attorneys-in-fact, have to be registered with the Companies' Registrar.
  • Meetings of the Board of Directors may be held in any country in the world.
  • Meetings of the Board of Directors can be attended by the Directors personally, by proxy, by telephone or by any other electronic means.
  • The meetings of Shareholders may be held in any country in the world.
  • Resolutions of the Board of Directors and Shareholders approved in writing by the majority are valid without need of a meeting.
  • The earnings obtained by a corporation organized in the Belize by non-residents of such country, or derived from operations effected outside this jurisdiction are exempt from the payment of any tax in the Belize.

Fact Sheet Flag_of_the_Bahamas.svg

Advantages:

  • Common law.
  • Expeditious incorporation. A company may be organized in 2-3 working days.
  • Bahamas IBC may be created by persons of any nationality.
  • A minimum of one (1) stockholder is required who may have any nationality.
  • Directors and officers need not be shareholders and may have any nationality, natural persons or companies.
  • A minimum of one (1) director is required by law.
  • Ownership is strictly confidential.
  • Meetings of the BOD may be held in any country (personally, by proxy, telephone or any other electronic means).
  • There are no restrictions regarding capital and stock division. The capital may be in any currency and shares are not required to have nominal or par value.
  • Use of Bahamas Execute Entity (BEE).

Fact Sheet Individual Client Form Company Incorporation Form

Flag_of_Panama.svg

Advantages:

  • Civil law.
  • Expeditious incorporation (24 hours).
  • A minimum of one (1) shareholder is required who may have any nationality.
  • The BOD must be composed of at least three (3) members.
  • Directors and officers may have any nationality. And can be persons or companies.
  • Ownership is strictly confidential.
  • Meetings of the BOD may be held in any country (personally, by proxy, telephone or any other electronic means).
  • All the shares of stock of the corporation may be issued to the bearer (but requires custody).
  • The capital of the corporation need not be paid at the time of the incorporation.
  • A corporation with a paid in capital of US$10,000 may have assets worth several millions.

A corporation only hast to pay income tax in Panama for income derived from sources within the territory of the Republic of Panama.

Fact Sheet delaware

 

Advantages:

  • A company can be organized in 3-4 weeks.  The LLC can be registered in 4-5 working days applying with expedited services for an extra fee.
  • Limited liability for all members (owners).
  • Great business flexibility:  special allocations, special distributions, classes of interest and differing voting rights are possible.
  • Income taxation at member level only.  Each member recognizes his own share of income, gain, loss, deduction, and credit.
  • LLC’s are an ideal entity for businesses where retention of control is important.  LLC statutes typically provide that, unless otherwise provided for in the operating agreement, a member may not transfer his or her membership interest without the consent of a significant percentage of the remaining members.
  • LLC’s can have more than one class of ownership interest, subsidiaries an unlimited number of inventory, and members who may be corporations, non-resident aliens partnerships, trusts, foundations, pension funds, or charitable organizations.
  • An LLC can be owned by foreign investors.
  • LLC statutes specifically provide that creditors of members, may not reach LLC assets in satisfaction of members personal claims.  Accordingly, an LLC may be viewed as an attractive vehicle to be used in structured finance, or to issue debt securities or short term commercial paper for business financing transactions.
  • Offshore companies (i.e. B.V.I. or Bahamian) can be used to act as members of the LLC, thereby ensuring additional anonymity for LLC owners.

Fact Sheet UK_Flag

 

Advantages:

  • A partnership can be organized in 3-4 working days.  The LLP can be registered in 24 hours applying with expedited services for an extra fee.
  • Minimum two (2) members.
  • Members may be natural or juridical persons of any nationality.
  • Public disclosure of members/partners.
  • There should be at least two (2) “designated members” that comply with specific responsibilities according to the Limited Liability Partnerships Act 2000, as amended.
  • Every member of an LLP will be an agent of the partnership and, with limited exceptions, capable of binding the LLP.
  • The designated members have the same functions as the directors of a company, but are exempt from the liabilities normally attached to the duties of a director.
  • There are no restrictions regarding the capital of the LLP.
  • The capital is usually expressed in Sterling Pounds; however, it may be expressed in any currency.
  • LLP not taxable in UK under certain conditions.
  • Considered UK residents, LLP and members/partners are registered within HMRC (UK Tax Authority); however, the LLP is not taxable if activities are outside the UK, members control and manage the LLP out of UK and members not domiciled in the UK; LLP taxable in the jurisdiction where it trades or where members/partners are located.
  • No directors required.
  • There is no memorandum and articles.
  • Required partnership agreement is a non-public document.
  • The liability of the members will be limited to the amount of capital that they agree to contribute to the partnership.
  • Audit requirement under certain conditions.

Fact Sheet UK_Flag

 

Advantages:

  • A company can be organized in 3-4 working days.  The LTD can be registered in 24 hours applying with expedited services for an extra fee.
  • Minimum one (1) director of any nationality. Corporate directors are allowed; however, at least one (1) director must be an individual.
  • Minimum one (1) shareholder, individual or corporate, of any nationality, which can be a director. There’s no maximum number of shareholders.
  • Liability of shareholders is limited to shares issued.
  • According to the Memorandum and Articles, directors may need shareholders’ vote and agree changes to the company.
  • Minimum share capital of £1.00 or another currency.
  • Among the advantages in using a UK resident Company for foreign trade activities is the absence of UK withholding tax on dividends paid to UK non-residents, the possibility to use effectively the UK’s double tax treaty network, and the filing of simple profit and loss accounts for companies with an annual turnover of less than £6.5 million (with only a 21% tax on profits).

BAHAMAS BELIZE BVI PANAMA SEYCHELLES
 Legal System Common Common Common Civil Common
 Type of Company IBC IBC BC Corporation IBC
 Tax on Offshore Profits Nil Nil Nil Nil Nil
 Days to Incorporate (Approx.) 2-3 1 1 1 1
 Minimum Directors 1 1 1 3* 1
 Bearer Shares Permitted No Yes** Yes** Yes** No
 Registered Office / Agent Yes Yes Yes Yes Yes
 Local Company Secretary / Director No No No No No
 Meetings Anywhere Yes Yes Yes Yes Yes
 Nominee Directors Available Yes Yes Yes Yes Yes
 Due Diligence Required Yes Yes Yes Yes Yes
 Disclosure of Beneficial Owner on Public File No No No No No
 Government Filing of Register of Directors Yes No Optional Yes No
 Government Filing of Register of Shareholders No No Optional No No
 Chinese Name Allowed Yes Yes Yes Yes Yes
 Chinese M&A Available Yes Yes Yes Yes Yes
 Annual License Fees $350 $100 $350**** $300***** $100

* Requires the appointment of a president, secretary and treasurer.
** Must be held by an approved Custodian.
*** An annual declaration has to be filled with the registered agent only declaring where accounting records are kept and that the registers kept at the Registered Office in Seychelles are complete and up to date.
****There are filling fees for Annual Returns and other Registry fillings.
*****Government Statutory Fee is $300 after the first year

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