| Although many jurisdictions
offer comparable characteristics for IBC domiciliation, we feel that
Nevis and Panama offer the best overall for their wide flexibility.
Since we recommend to all our clients that they use a multi-jurisdictional
approach and since we strongly recommend the use of a Panamanian Private
Interest Foundation to own and hold the shares of the IBC, inevitably
we recommend the Nevis IBC (or LLC). We feel there is great safety
in using two separate jurisdictions rather then setting up both entities
in Panama, even though the Panamanian Corporation is clearly as a
superior vehicle as the Nevis Corporation.
Nevis IBCs provide these advantages:
- Flexibility of ownership and management structure.
- There are no residency requirements for Directors, Shareholders
or Officers.
- Corporate or Trust entities may act as Director, Secretary or
Shareholder.
- Re-domiciliation of other foreign companies into and out of
Nevis.
- There are no limitations on corporate ownership.
- No corporate tax, income tax, withholding tax, stamp tax, asset
tax, exchange controls or other fees or taxes are levied in Nevis
on assets or income originating outside of Nevis.
- Nevis permits sole director IBCs.
- Plaintiffs in adverse suit being brought in Nevis would be required
to post a $25,000 bond.
Important Features of the Nevis Business Ordinance 1984
1. No taxes are levied in Nevis upon income, dividends or distributions
of a Nevis company which are not earned on the island. Corporate
financial returns need not be filed in Nevis.
2. Shareholders,directors and officers may be of any nationality
and reside anywhere.
3. No annual or other reports by shareholders or directors are required
to be filed in the public records of Nevis, changes of shareholders,
directors or officers need not be reported to the Registrar of Companies
in Nevis.
4. Shares may be registered or bearer form.
5. Shares with par value may be denominated in any currency.
6. A Managing Director may be appointed to guide the corporations's
activities.
7. The corporate Secretary may be a corporation or an individual.
8. Companies may serve as directors. Alternate or substitute directors
may be appointed.
9. Shareholders and directors may act by unanimous consent, without
a meeting. Shareholders and directors may issue proxies in writing.
10. The company's records and its principal office may be located
anywhere.
11. Nevis companies may amend their Article of Incorporation, merge
or consolidate with foreign corporations or other Nevis corporations,
or file Articles of Dissolution in accordance with liberal provisions
contained in the Ordinance.
12. Any corporation formed in another jurisdiction may redomicile
in Nevis pursuant to certain easily followed provisions set forth
in the Ordinance.
Deeper Understanding of Nevis International Business Companies
International Business Companies, or IBCs, are a special type
of company which enjoy many advantages over a "normal"
company. Nevis offers some of the finest IBC laws in the world.
Here are some of the advantages of using a Nevisian IBC:
Tax Free:
All IBCs are free from all forms of Nevisian taxation. There are
no Nevisian taxes on dividends, income or capital distribution or
wages whatsoever. Moreover, unlike many onshore jurisdictions, Nevis
does not tax an IBC for accumulated (but undistributed) earnings.
The wealth of your IBC can grow continually and will be free from
Nevisian tax. At Sovereign, we combine this powerful advantage with
a powerful option to have a Panamanian Foundation own the shared
of the IBC.
Remote Access:
There is no need for you to be on Nevis to conduct the affairs of
your Nevisian IBC. Banking, contract signing, and investing can
all be handled remotely and remain in compliance with Nevisian law.
Of course, even Nevis does have minimal requirements for its IBCs
to follow. These minimal requirements include having at least a
single shareholder, having three directors (unless the IBC has less
than three shareholders), having a registered agent and a registered
office, and payment of an annual fee - all of which can be administered
for you by Sovereign. Although not strictly required under Nevisian
law, your IBC may conduct periodic meetings even if you elect not
to attend.
Privacy:
All of the affairs of a Nevisian IBC are private and cannot be disclosed
except under truly extraordinary circumstances. The only document
that needs to be filed with the government is the annual corporate
license and this contains minimal information. There is no requirement
than an annual report or annual financial return be disclosed to
the government. Nevis does not require any government inspection
of your IBC's financial or business records.
Nominees:
Nevisian law permits the use of nominee shareholders, officers and
directors. This means that Sovereign Management Services can act
as a nominee (substitute) director and officer on behalf of IBC's.
Thus the true directors, officers and shareholders can remain undisclosed.
Bearer Shares:
Unlike most onshore jurisdictions, Nevis permits an IBC to issue
either registered shares or bearer shares or both. While the owner
of a registered share is recorded on the books of the company, there
is no recording requirement for a bearer share. Whoever has possession
of the share is automatically deemed to be the owner absent a strong
showing of fraud. A good example of a bearer instrument is cash!
If you have it, then it is deemed to belong to you. Possession is
at least nine-tenths of the law where bearer instruments are concerned.
Thus Nevisian corporate ownership can remain completely anonymous
via the use of bearer shares. Bearer shares can be issued to a nominee
who assigns them to the owners and ownership is completely private.
Be aware however, that Bearer Share Companies in general open themselves
up to more scrutiny and a strong indication of possible wrongdoing
can be assumed if the company in question gets into legal difficulties.
This is why we recommend the Nevis IBC to be set up with registered
shares that are owned by the Foundation. It’s sends a very
strong message to any would be litigant or creditor.
To set up a Nevis IBC, click here.
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