Curacao
Company Incorporation in Curacao: Process and Benefits
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- Curacao is a vibrant Caribbean Island that has recently become a strategic hub for foreign businesses. Its business-friendly atmosphere, tax benefits, and balanced economy make it a go-to destination for business owners wanting to expand their operations globally. If you are a startup founder, investor, or an entrepreneur looking for offshore company setup benefits, Curacao company registration provides a simplified process with multiple advantages. The article offers a detailed guide on Company incorporation in Curacao, describing all the necessary steps, regulatory framework, and benefits of setting up a company in this location.
Why You Should Opt for Curacao for Company Incorporation
Favorable tax system
- Companies that earn income outside of Curacao are exempted from the local corporate taxes under certain structures such as NABV if 10% of the shares are registered locally. Furthermore, Curacao has one of the lowest VAT rates in the world, which is around 6%.
Legal and financial advantages
- A strong legal framework protects the assets of shareholders from limited liability to invested capital. Companies that are not residents of Curacao and are operating internationally can easily bypass currency restrictions. Curacao is not backlisted by the European Union and OECD, which ensures the island’s credibility for international transactions.
Simple incorporation procedure
- Curacao has a simple company formation process, and companies can be formed without mandatory share capital. Even non-residents can start and manage their own businesses without any physical presence. However, one local director is mandatory to start a company in Curacao.
Legal Structures for Company Incorporation in Curacao
Private limited liability company
- This is the most popular choice for small and medium-sized businesses, and there is no minimum share capital. This entity only requires one shareholder and one local director. In this entity, the business owner will have to provide articles of association to define operational rules, and should be adaptable for multilingual documentation such as ditch, Spanish, and English.
Cooperatives and associations
- It is a legal entity established through a notarial deed under book 2 of the civil code and aims to fulfil members’ material needs through the means of business agreements. Cooperative banks in Curacao can operate in any industry, however, it is most focused on credit unions.
- An association is a non-profit legal entity with no share capital that comes under Book 2 of the civil code and is mainly focused on non-commercial objectives. The earnings in associations should fund the stated purposes of their incorporation and are managed by a board. The membership rules of associations are defined under the Articles of Association.
Public limited company
- This entity is similar to a corporation in the USA with no restrictions on the nationality and residency of shareholders. Public limited companies allow 100% foreign ownership. However, it requires one managing director who should be a resident of Curacao in specific case. In other cases, there are no restrictions on the nationality of the directors. A public limited company is governed by a management board that is responsible for the policy creation, representation, and business operations.
Foundations
- The Curacao private foundation has become a unique legal structure created for asset creation, wealth preservation, and even estate planning. This entity operates independently and has its own assets and liabilities. There are no shareholders, and the ownership lies with the foundation itself.
Step-by-Step Procedure of Incorporating a Company in Curacao
Select a business structure
- Start by choosing a business structure, there are 4 business structures available for company incorporation in Curacao; select the one aligned with your chosen business activity.
Reserve a company name
- After selecting a business structure, you need to reserve a company name and submit at least 3 proposed names to the Curacao Chamber of Commerce and Industry. Select a business name that adheres to local rules and regulations, and make sure that the name is not already used by another business entity.
Prepare necessary documents
- To start a company in Curacao, you need to prepare these documents:
- Shareholder/directors IDS (notarized copies)
- A well-written, detailed business plan
- Articles of association (it should be notarized in Dutch or English)
- Proof of address (of the last 3 months)
- Notarial registration
- The articles of association will be formalized by a Curacao Civil law-notary. Additionally, you also need to appoint at least one director who is a resident of Curacao. It is compulsory for private and public limited companies.
Register with authorities
- Your company will be first registered with the Chamber of Commerce, where you will file a notarial deed, details of the board of directors, and legal address. After this, you need to register with the tax office, where you will get a VAT number and tax ID. The public and private limited companies in Curacao are usually registered in 1 day and get licenses within weeks.
Opening a corporate bank
- After registering with the authorities, you need to open a corporate bank account, You can select a local such as Maduro & Curiel’s or an international bank that is most suitable for your business needs. You will need to submit incorporation documents along with directors’ and shareholders’ KYC in the form of a passport and proof of address.
Post incorporation compliance
- You need to follow IFRS or Dutch GAAP and submit financial statements every year to renew your business license. You will also need to maintain a local office in Curacao.
Advantages of Starting a Company in Curacao
Flexible business structure
- There is no minimum capital requirement for starting a company in Curacao. For most of the foreign entities, 100% foreign ownership is allowed, and there are no residency requirements for shareholders, however, at least one director should be a resident of the island.
Strategic advantage
- Curacao is close to North and South American markets and has trade agreements with the European Union, which facilitates trades through the Netherlands. For qualified businesses, Curacao has duty-free imports and exports.
- Simplified companies
The incorporation of a company in Curacao is possible without any physical presence +. There are no audits for small entities, and a simplified accounting procedure is followed under IFRS or Dutch GAAP.
Low tax rates
- Curacao has very low corporate tax rates for public and private limited companies, the tax rate varies between 15-22%. Whereas 0% tax is charged on qualifying activities such as intellectual property, investments, and licensing. Furthermore, a 2-3.2% tax rate is charged for e-commerce and export-based businesses. Lastly, no tax is charged on foreign dividends and royalties.
Conclusion
- Curacao has become a compelling location for businesses looking for a strategic location, tax support, and a strong legal framework. Company incorporation in Curacao is a simplified procedure that ensures a smooth transition for investors and business owners. By choosing the right legal structure, following local tax regulations, and using Curacao’s offshore advantages, entrepreneurs can successfully establish and expand their operations on this island. If you want to set up your business in Curacao, contact Tetra Consultants, and our team will streamline the procedure and enhance your investment potential.
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