Register company in Gibraltar
The process to register company in Gibraltar is hassle-free, if you know how. With Tetra Consultants at the wheel, you will be able to dedicate your time and resources into other more important activities.
With our lean-and-mean mentality, you can rely on our team of experts to provide you a seamless experience throughout the whole process of registration. Our ultimate goal is for your Gibraltar company to be operationally ready within 5 weeks.
Our service package includes everything you will require to set up company in Gibraltar:
- Company registration with Gibraltar Companies House
- Local company secretary and registered address
- Opening local or international corporate bank account
- License applications (if required)
- Annual accounting and tax services
How long does it take to register Gibraltar company and open corporate bank account?
- Tetra Consultants will complete your Gibraltar company registration within 1 week. After you provide us basic KYC documents of directors and shareholders, Tetra Consultants will reserve your preferred company name with the Gibraltar Companies House.
- You will not be required to travel to Gibraltar throughout the whole engagement.
- Once your Gibraltar company is incorporated, Tetra Consultants will send you the certificate of formation, memorandum & articles of association as well as register of directors and shareholders.
- Within 4 weeks upon company registration, Tetra Consultants will open a corporate bank account with either a local or international reputable bank.
- Consequently, you can expect to start operations and issue invoices with your Gibraltar company within 5 weeks.
- If you are keen to know more details on the registration process, Tetra Consultants has prepared a step by step guide for you.
Doing business in Gibraltar
Can a foreigner start a business in Gibraltar?
- As Gibraltar allows 100% foreign ownership (companies are not even required to have a local director) and does not differentiate between domestic and foreign investment sources, doing business in Gibraltar is remarkably easy for both residents and non-residents. Their taxation policy is also supportive of this, as non-resident firms that do not operate within Gibraltar are tax exempt. There is also no tax on wealth or dividend receipts.
- Gibraltar’s legal environment is also highly favourable, as it is based on the UK’s commonwealth system, and as such its legislation and regulations are equally well updated and stringent. This makes it easy for businesses to operate with international markets out of Gibraltar due to the trust and credibility conferred upon them. Opening a bank account is also easy since a number of reputable international banks have branches in Gibraltar.
How many companies are registered in Gibraltar?
- The total list of registered companies in Gibraltar is estimated to include some 60,000 companies. This is a far cry from the country’s past as an ex-British military base where its main source of income was the UK Ministry of Defence and is testament to its successful transition towards industries such as financial services and gaming.
Finance and Insurance companies registered in Gibraltar
- With tight regulation from the Gibraltar Financial Services Commission, the reputation of their financial services industry is on equal standing with their legal and business environment, attracting big names such as KPMG, Barclays and the Royal Bank of Scotland.
Gaming companies registered in Gibraltar
- The Gibraltar Gambling Commission is responsible for overseeing the gaming industry as well as for issuing the gaming license needed by potential operators. They have a strong emphasis on responsible gambling and adherence to the EU’s anti money laundering laws, as well as stringent regulations on advertisements, privacy and accountability. With this, it is no wonder that they have gained a reputation as one of the premier places for online gambling and are even able to attract big names such as 888, bet365 and Betfair.
How to register a company in Gibraltar?
Tetra Consultants advises you to read through this guide to fully understand the steps required on how to open a company in Gibraltar.
By systematically following the 6 steps below, you can expect to start conducting business with your Gibraltar company within 6 weeks.
Step 1: Choosing a suitable corporate entity
- After understanding your business goals and activities, our team of dedicated consultants will recommend the most suitable corporate entity for you to carry out your business. Prior to incorporating a Gibraltar company, you will be advised on the optimum paid-up share capital, corporate structure, legislations and whether there is a need to apply for any licenses to operate your business.
Step 2: Reservation of company name
- Tetra Consultants will conduct a Gibraltar entity search to reserve your preferred company name with the Company Register in Gibraltar.
Step 3: Preparation of supporting documents
- In most cases, the directors and shareholders are required to provide basic KYC documents. Some of these documents include the names of directors, certified true passport copies, proof of address, bank reference letter and CV for our internal due diligence checks.
- Our team will also advise and assist clients who are looking to incorporate in Gibraltar with renting a local registered offices will be used to maintain all corporate records and official documents.
- Even though directors may be non-residents, we also provide nominee director services for our clients that want an additional layer of privacy in not having their names on public company documents.
- According to the business activity and corporate structure, Tetra Consultants will also draft Articles of Association, business plan and other incorporation documents.
- Your Articles of Association drafted will include key information about your company and its directors, the amount of subscribed share capital, share classes, duration of the company and other information with regards to your business activities.
Step 4: Filing for registration
- We will then proceed to file for registration with the Gibraltar company registry.
- After receiving approval, Tetra Consultants will courier the Certificate of Incorporation, Memorandum and Articles of Association and other corporate documents to your preferred address.
- We will also translate the documents into English for your review and perusal.
- According to your business activities, we will also assist in acquiring a valid business permit where necessary.
- We will also help you to apply for any other required licenses your businesses may need. Popular options include cryptocurrency exchange licenses or remote gambling licenses.
Step 5: Corporate bank account opening
- After registration, Tetra Consultants will assist you in opening a corporate bank account. Our team has established partnerships with multiple reputable banks in Gibraltar. Alternatively you might choose to open an offshore bank account. Our banking team will share the benefits of opening a bank account in Gibraltar and determine the bank account that best suits your business needs.
- By engaging our services, you can leverage on our full portfolio of banking partners. We will present your business to each relationship manager and compliance team.
- Typically, a corporate bank account opening will take roughly four weeks. In most cases, the directors and shareholders are not required to travel. However, if travel is required, we will have a representative accompany you to the bank meeting. Alternatively, our team will negotiate with the banks to conduct a conference call instead or to request for a waiver.
- Once your account has been successfully opened, Tetra Consultants will courier the internet banking token and access codes to your preferred address.
Step 6: Financial reporting and taxation obligations
- All companies must prepare their annual financial records and annual company report, which should then be presented to shareholders in an annual general meeting no later than 18 months after the incorporation of the company. This should continue to be done at least once per financial year.
- All companies are subject to audit, other than small companies that generate non-taxable income or do not conduct profit-generating activities domestically.
- Small companies are defined as those that fulfil at least two of the three listed criteria below in the financial year and the year before.
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- Having a turnover of less than £10.2 million
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- A total assets value of less than £5.1 million
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- Having less than 50 employees on average
- Such small companies may also file an abridged balance sheets as opposed to the full accounts required of large companies, and those who are operating as banks or insurance firms.
- Gibraltar does not charge capital gains tax, wealth tax or value added tax.
- The corporate income tax rate of 10% will only apply to income derived in Gibraltar. Additionally, no withholding tax is charged, other than interest payments to resident companies which are charged at 22%.
What types of companies are there?
There are many company structures available in Gibraltar. Different structures offer different levels of business risk and liability, asset protection, continuity as well as compliance requirements. Our experienced Gibraltar company formation agents will help you to find the structure most suited to your needs after understanding your business.
Gibraltar company law classifies companies into:
Limited Liability Company (LLC)
- Such companies are limited by shares or guarantee, and represent a separate legal personality, hence limiting the personal liability of the directors or shareholders.
- These companies are further classified into public and private companies, with the key distinction between the two being that private companies are not intended for public investment, and thus have less stringent requirements in incorporation. A public limited requires two directors and a minimum of £20,500 as share capital, whilst a private limited company only requires one director and no minimum paid-up capital.
- There are also additional requirements for public companies to obtain a Registrar’s Certificate before they are allowed to do business. For both companies, there is no requirement for the directors or shareholders to be a local resident. However, a Gibraltar limited company will require a local secretary and local registered address, which can be provided by Tetra Consultants if needed.
Ordinary Partnership, Limited Partnership and Limited Liability Partnership
- In ordinary partnerships, liability of all members is unlimited, and they are collectively liable for the debts and obligations incurred by the partnership. For this reason, we would not recommend choosing such a company structure for your Gibraltar offshore company formation since it opens you up to unnecessary risk.
- Limited liability partnerships (LLP) behave similarly to an LLC in that the partnership also represents a separate legal personality, preventing partners from needing to take on unlimited liability as they would in an ordinary partnership. The key difference between both structures is the additional management flexibility an LLP offers as there are no requirements for board meetings, decision making by resolution and does not require a memorandum or articles of association. However this flexibility comes at the cost of not being able to issue or hold shares.
- A limited partnership is a combination of an ordinary and limited liability partnerships, with partners being split into general partners who have unlimited liability, and limited partners that have liability limited to the cost of their shares but cannot take part in management of the company.
Protected Cell Companies (PCC), Trusts and Foundations
- Gibraltar also offers three more unique company structures not commonly seen in other jurisdictions. Trusts are companies that are established solely to administer, manage and transfer assets to an eventual beneficiary company. Foundations are bodies established to make private contributions to philanthropic causes.
- Lastly, PCC is a specific form of LLC that constitutes a core company, along with several individual “cells” under its “umbrella” structure. Assuming that the company complies with the Protected Cell Companies Act 2001, each cell will be considered individually liable and responsible for its own asset and can even be used for different clients and activities, allowing customers to segment these cells to individual clients and different levels of risk activities without allowing creditors recourse to all of their company’s assets.
Accounting and tax obligations
Accounting and tax considerations are important factors when incorporating your company. By outsourcing your Gibraltar accounting and tax obligations to Tetra Consultants, you can be confident that you will be in the best hands. Our team of consultants will ensure that your firm’s financial statements, corporate tax returns and audits are timely completed without the need for you to travel.
Additionally, outsourcing your accounting and tax needs to Tetra Consultants will allow you to reduce overhead costs while be ensured of timely reporting and filings. Before the start of the engagement, our accounting team will also keep you updated of all the required deadlines and expectations. Thereafter, we will prepare all required filings in advance to ensure that the stipulated deadlines are met.
Annual reporting requirements
- The accounting standards, Gibraltar Financial Reporting Standards are laid out by the Gibraltar Society of Accountants and can be seen as a local adaptation of the United Kingdom’s accounting standards.
- In brief, each company must minimally prepare their annual financial records and annual company report to be presented in an annual general meeting to be held at least once per financial year. However, only banking and insurance companies and large companies are required to prepare the unabridged balance sheets and are subjected to audit requirements.
Tax requirements
- Gibraltar does not charge capital gains tax, wealth tax or value added tax. The corporate income tax rate of 10% will only apply to income derived in Gibraltar. Additionally, no withholding tax is charged, other than interest payments to resident companies which are charged at 22%.
Why register a company in Gibraltar?
Before setting up a limited company in Gibraltar, it is important to understand the business landscape of the jurisdiction. This is to ensure that your newly established entity will be able to safely and legally operate and strive towards your long-term goals.
Political
- Officially, Gibraltar is not a country but a British Overseas Territory. It is located on the southwestern side of Europe.
- Gibraltar has its own set of political framework and can make its own decision within the territory. However, for aspects such as international defence and foreign affairs, the Gibraltar government has no decision-making power. Instead, the UK government will be in charge.
- Even though Gibraltar has exited the European Union alongside the departure of the United Kingdom, the New Year’s Eve Agreement and the Schengen Agreement are likely to ensure visa-free travel and Gibraltar’s continued relationship with the EU.
Economical
- Gibraltar is an extremely popular option to set up offshore companies. This is because under Gibraltar corporate tax policy, non-resident companies that do not trade within Gibraltar are exempt from corporate tax.
- Gibraltar is the only finance centre in Europe that is exempted from value added tax (VAT).
- Gibraltar records an annual GDP of approximately £2.4 billion, which equates to approximately £92,843 GDP per capita.
Social
- With such a high GDP per capita, quality of life in Gibraltar is high as it boasts a low crime rate and combines lush, vibrant natural beauty with modern shopping and dining facilities to create a relaxed Mediterranean culture.
- Gibraltar has a population of approximately 34,000. With such a small domestic market, it is not recommended for you to set up Gibraltar company to cater to the home market.
Technological
- There are many companies setting up cryptocurrency exchanges in Gibraltar. The Gibraltar Financial Services Commission (GFSC) introduced a new regulatory framework that allows virtual currency exchanges to conduct businesses in Gibraltar in a safe and well-regulated environment.
Legal
- You can set up a remote gambling company in Gibraltar if you attain licensing under the Gibraltar Gambling Act 2005. This license is usually granted to applicants with a proven track record.
- There are minimal requirements to register company in Gibraltar. There is no need to appoint local directors or shareholders. In addition, your Gibraltar company can be registered within 5 business days.
Contact us to find out more information about the full range of services we provide and how your needs can be met by a Gibraltar company formation with bank account opening. Our team of experts will revert within the next 24 hours with our advice.
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FAQ
How do I start a business in Gibraltar?
- Once the basic prerequisites are met and Due Diligence of directors and shareholders have been submitted, companies may proceed to start a business by incorporating their company with the Gibraltar Companies House.
How much does it cost to register a company in Gibraltar?
- The engagement fee depends on the services you require from Tetra Consultants. Prior to each engagement, our team will fully understand your business needs and inform you of the exact services you require.
- For example, you may not require our bank account opening services if you already have a bank account with some banks.
- Tetra Consultants’ fees include government fees such as business name reservation charges, company registration fees and tax registration costs.
Are there any hidden fees throughout the engagement?
- Tetra Consultants believes in transparency between our firm and our international clients. All terms and conditions will be stated clearly within the appointment letter to ensure that there are no hidden fees.
- Our engagement fees consist of the government fees for company formation. However, it does not include third-party fees such as notarization, translation or legalization.
Is Gibraltar an offshore tax haven?
- Gibraltar is not considered to be a tax haven as it is already on the European Union and Organization for Economic Cooperation and Development’s whitelist of cooperative tax zones. The most recent agreement between Spain and the United Kingdom also resulted in Spain removing Gibraltar from its blacklist.
Why do companies register in Gibraltar?
- It is easy to do business in Gibraltar as it offers a favourable tax rate and fair regulatory system.
What is the income tax rate in Gibraltar?
- The income tax system is similar to UK, where employers are responsible for deducting tax and social insurance payments from their employees.
- Corporate income tax is at 10%, but this only applies to profits derived within Gibraltar, a company that derives profit from foreign sources will not be tax liable.
How do I prove my income when self-employed?
- Self-employed individuals should keep records “adequate for purposes of taxation” and submit it alongside their return.
Do I get a tax refund if I am self-employed?
- It is possible to get tax refunds if your tax credits and deductions exceed tax owed.
