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Memorandum on Forming a Bahamas IBC


     By Gouthro & Co.

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Information Required To Incorporate Under The International Business Companies Act

1. Proposed Name of the IBC

We suggest a minimum of three choices be submitted listed in order of preference. Suffix must include Ltd. Corp. Inc GmbH or S.A.

2. Aims of the IBC & Area of Operation i.e. within or without The Bahamas

If the IBC is to trade outside The Bahamas and the proposed shareholders are non?Bahamian then the IBC will be entitled to non?resident status. Non-resident status permits the IBC to operate foreign currency accounts without further reference to the Exchange Control Department. If the IBC is to trade within The Bahamas or own real property in The Bahamas, it will be designated as ''resident,' for Exchange Control purposes and will be allowed to maintain foreign currency accounts only for specifically approved purposes. A “resident” IBC must be registered with the Exchange Control Department of the Central Bank of The Bahamas if it has one or more shareholders who are considered “residents” of The Bahamas i.e. Bahamian Citizens or Permanent Residents of The Bahamas with the unrestricted right to work in The Bahamas. A shareholder in such an IBC who is considered “non-resident” for Exchange Control purposes can apply to the Central Bank for approved status for his investment in the “resident” IBC.

3. Names, Addresses and Occupations of the proposed Shareholders

The law requires a minimum of 1 Shareholder. The IBC will be incorporated with nominee Subscribers from our office. The Register of Shareholders is not filed publicly.

4. Names, addresses and occupations of the proposed Officers and Directors

Neither Directors nor Shareholders need to be resident in The Bahamas. We provide corporate nominee Directors at a cost of $1,250 per Director per annum. The Register of Directors must be publicly filed. A minimum of 1 Director is required.

5. Compliance

We are required by regulatory authorities to be supplied with information and documentation in respect of the owner and/or ultimate owner. All material will be kept in confidence unless disclosure is required by law.

6. Capital

The Authorised Capital of the IBC and number of Shares into which the Capital is to be divided. The usual capital is US$ 5,000 divided into 5,000 shares of par value US 1.00 each.

7. Timeframe for incorporation

Three (3) to Five (5) days

8. Cost of Incorporation

Our minimum incorporation fee is $1,500.00. There are also out?of?pocket expenses of approximately $540.00 to cover such items as the corporate seal and share certificate Book, etc. Included in these miscellaneous incorporation expenses is the sum of $330.00 that is charged by the Company Registry for the filing of the IBC’s Memorandum and Articles of Association.

9. Government Stamp duty

Memorandum of Association Capital is US$5,000.00 or under B $ 60.00
Every additional US$1,000.00 or fraction thereof B $ 3.00

10. Annual expenses

1. Annual Fee payable to Registrar General 1st Jan each year B $ 350.00
2. Our professional fee for maintaining the Registered Office and acting as Registered Agent and attending to maintenance of the Register of Officers and Directors and Members: B $ 500.00

Gouthro & Co.
Suite B, Second Floor, Regent Centre,
Freeport, Bahamas F60452

ABOUT THE AUTHOR: W. Christopher Gouthro
W. Christopher Gouthro is a Barrister with 12 years experience in commercial and corporate law. Chris is the Partner of Gouthro & Co. a full service law firm which is a member of the Bahamas Financial Services Board and a licensed Financial Services Provider.

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Disclaimer: While every effort has been made to ensure the accuracy of this publication, it is not intended to provide legal advice as individual situations will differ and should be discussed with an expert and/or lawyer. For specific technical or legal advice on the information provided and related topics, please contact the author.



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