Register Company in Gibraltar

• 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.

• Tetra Consultants will conduct a Gibraltar entity search to reserve your preferred company name with the Company Register in Gibraltar.

• 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.

• 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.

• 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.

• 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.
  • Having a turnover of less than £10.2 million
  • A total assets value of less than £5.1 million
  • 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%.

Steps for Ongoing Compliance Post-Registration 

Filing annual return 

• Tetra Consultants will prepare and submit your company’s annual return with Companies House Gibraltar and double-check details pertaining to directors, shareholders, and the registered address are accurate and up to date. We take care of everything from start to finish, from payment of the filing fee required to having your company in good standing. 

Preparation and submission of annual accounts 

• Our team will provide accounting & tax advisory in Gibraltar which helps in maintaining records during the year and produce annual accounts in line with Gibraltar’s Companies Act and applicable accounting standards (IFRS or FRS102). We will register such accounts with Companies House within the statutory time limit (12 months for private companies), to avoid penalties. 

Submission of Corporate Tax Return (CT1) 

• Tetra Consultants will calculate your business’s assessable income, prepare the CT1 company tax return, and deliver it to the Gibraltar Tax Office within nine months of your year-end date for accounting. We ensure appropriate supporting documentation, such as reconciliation and detailed calculations, is properly submitted. 

Anti-Money Laundering (AML) compliance 

• We will implement and maintain sound AML policies for your business, conduct ongoing due diligence on clients, maintain proper records, and assist with the reporting of suspicious transactions. Our compliance team ensures that your business follows all Gibraltar AML legislation, especially if engaging in regulated sectors. 

Continuing regulatory compliance and risk management 

• We offer ongoing monitoring of regulatory updates and modify your compliance systems as necessary. Our professionals perform ongoing compliance audits, correct deficiencies, and train employees to ensure your business’s policies and procedures adhere to changing legal requirements. 

Sector-specific reporting and licensing 

• If your business is in a regulated sector (e.g., financial services, gaming), Tetra Consultants will take care of all industry-specific reporting and license renewals to ensure you comply with further obligations specific to your business operations. 

Data protection and record-keeping 

• We assist you in putting in place and maintaining data protection systems according to Gibraltar’s laws, having all business and client records stored safely and accessible for regulatory purposes. 

Comprehensive compliance support 

• Our continuous support extends to all areas of post-registration compliance, being your one-stop-shop for regulatory, accounting, and legal issues so that you can concentrate on business expansion while we address the complexity of Gibraltar’s compliance issues. 

Types of business license 

General business license (trade license) 

• Needed for retail or wholesale business of goods, and for importation of goods into Gibraltar, as well as for the majority of service businesses including construction, catering, property, and professional services. 

Construction and contracting license 

• Encompasses activities such as building contracting, carpentry, electrical contracting, plumbing, decorating, painting, and the like trades. 

Catering and hospitality license 

• Required for catering businesses, restaurants, canteens, clubs, hotels, public houses, bars, taverns, cafeterias, takeaways, and private chef businesses. 

Manufacturing and food production license 

• Applies to manufacturing companies, such as bakers, distilleries, breweries, bottling firms, and other food and beverage manufacture. 

Real estate and property services license 

• Essential for property development, real estate agencies, leasing and rental services. 

Professional and business services license 

• It includes office upkeep, consultancy services, event planning, debt collection, marketing, recruitment, translation, and training services. 

Financial services license 

• Required for financial services companies that provide banking, insurance, investment, payment services, e-money, and distributed ledger technology (DLT/crypto). These are overseen by the Gibraltar Financial Services Commission and need a separate, sector-specific License. 

Recreational and tourism license 

• Required by companies that offer tourism activities, travel agents, holiday centers, sports, amusement parks, and accommodation facilities. 

Transport and delivery services license 

• It includes road transport contracting, messenger services, removal services, customs clearance, and vehicle or yacht brokers. 

Healthcare and medical services license 

• Required for medical and healthcare businesses, regulated under specific legislation. 

Other sector-specific licenses 

• Comprises permits for beauty therapists, hairdressers, garage repair workshops, funeral directors, private investigators, horticulture services, among others, subject to the kind of business being conducted. 

Alcohol and tobacco licenses 

• There are special licenses to sell liquor and tobacco, for example, tavern, club, hotel, beer merchant, and grocer’s wine license. 

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%.

Documentation required to register company in Gibraltar 

• Notarized passport copy of each director and shareholder 

• Proof of residential address (issued within the last 3 months) 

• Curriculum Vitae (CV) of individual directors and shareholders 

• Proof of source of wealth and source of funds 

• Certificate of Incorporation of the company 

• Memorandum of Association and Articles of Association 

• Register of Directors and Register of Members 

• Share certificates for each shareholder 

• Board resolutions and corporate compliance documents 

• Business plan (if applicable) 

• Certificate of Good Standing (for existing companies or corporate shareholders) 

• Certified true copies of corporate documents for corporate shareholders 

• Completed company incorporation order form 

• Registered office address in Gibraltar 

• Any relevant licenses or permits (original or certified copies) 

• Declaration of compliance with Companies Act 

• Minutes of meetings and special resolutions (if applicable) 

Common Challenges When Register Company in the Gibraltar 

Disclosure of shareholder and director information  

• Gibraltar demands public disclosure of shareholder and director information, which can undermine confidentiality. Tetra Consultants solves this by providing nominee director and shareholder services to maintain your confidentiality while being fully compliant with local regulations. 

Requirement of a registered agent and registered office 

• All Gibraltar companies are required to have a registered agent and keep a local registered office. Both services are offered by Tetra Consultants as part of our incorporation package to ensure your company is in compliance with statutes and all official communications are received timely. 

Navigating economic substance requirements 

• In order to take advantage of Gibraltar’s tax regime, businesses need to prove real economic activity in the territory, e.g., a local office, employees, or management presence. Tetra Consultants walks you through these substance requirements, assists in creating a genuine local presence, and advises on continued compliance to prevent penalties and retain tax benefits. 

Complex corporate bank account opening 

• It can be challenging to open a corporate bank account in Gibraltar, especially for high-risk or foreign businesses, due to rigorous due diligence and KYC protocols. Tetra Consultants employs good banking relationships to assist in preparing documents, negotiating with banks, and facilitating the account opening process for local and international accounts. 

Selecting the right company structure 

• Choosing the wrong company structure can cause tax inefficiencies or regulatory problems. Tetra Consultants evaluates your business activities and objectives to advise and establish the most appropriate entity, so you are structured for compliance as well as operational effectiveness. 

Understanding and meeting compliance obligations 

• Gibraltar companies have recurring compliance in the form of annual filings, tax returns, and AML/KYC requirements. Tetra Consultants offers extensive compliance services such as annual accounting, tax, and regulatory filings so that your company is in good standing throughout the year. 

Acquiring industry-specific licenses 

• Certain sectors, such as financial services or gaming, require additional licensing from Gibraltar’s regulators. Tetra Consultants handles the entire process from application to approval so that you can begin operating legally and hassle-free in regulated industries. 

Governing perceptions of Gibraltar as a tax haven 

• Gibraltar’s status as a low-tax territory can be problematic for counterparties or regulators. Tetra Consultants offers open documentation, helps to demonstrate good business substance, and provides your company’s operations with complete compliance with global norms to avoid reputational risks. 

Language and documentation barriers 

• Legal and incorporation papers need to be accurate and generally need to be translated or rewritten for foreign clients. Tetra Consultants drafts, reviews, and, if needed, translates all the necessary documents with attention to accuracy and compliance during the process. 

Timely and efficient business establishment 

• Delays may be experienced if documents are not complete or requirements are misinterpreted. Tetra Consultants provides a streamlined, step-by-step process, with all paperwork and government interactions to have your Gibraltar company up and running within the guaranteed timeframe. 

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.

Cost to setup Gibraltar company  

• Tetra Consultants provides a comprehensive and streamlined approach to register company in Gibraltar that aims to make the entire process easy, efficient, and trouble-free. Our method focuses on transparency, informing clients of a clear and detailed delineation of all costs involved, so there are no surprises or hidden charges. From the planning and strategy stage, where the most appropriate corporate structure is advised according to your business objectives, through to the incorporation and opening of bank accounts stages, Tetra Consultants sees every step through with professionalism and expertise.  

• Clients enjoy local company secretary services, provision of a registered office, and guide support on license applications should they be necessary. The company also provides continuous compliance, such as yearly accounting, tax returns, and regulatory filings, to keep your Gibraltar company consistently compliant without your need to travel. With an on-hand team that speaks clearly and walks you through every step of the way, Tetra Consultants will set up a company in Gibraltar and make it operational within weeks, so you can grow your business confidently. 

How will Tetra Consultants help you to Register company in Gibraltar? 

• Selecting Tetra Consultants to register company in Gibraltar provides you with greater advantages than just simple incorporation. As your business ally, Tetra Consultants gives you personalized expert advice suited to your specific business objectives so that you are able to choose the most appropriate corporate form and adhere to all laws of the land. Through our depth of experience and long-standing relationships with Gibraltar’s regulatory authorities and banks, the whole process is made simpler and hassle-free. Clients are provided with a one-stop solution catering to all aspects right from company registration and provision of local registered office to opening of corporate bank accounts and compliance assistance.  

• With Tetra Consultants, you get transparent communication, customized service, and proactive management of all documents and requirements, keeping your administrative load to a minimum and enabling you to concentrate on expanding your business. Our professionalism, commitment to transparency, and timely delivery guarantee your Gibraltar company is up and running fast and compliant, making their engagement a very rewarding option for investors and businesspeople alike. 

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