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Gibraltar Company Registration Procedures and Fees

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Gibraltar Company Registration Procedures and Fees

Unless otherwise indicated, the Gibraltar company stated in this quotation refers to a private company limited by shares formed and incorporated in Gibraltar in accordance Companies Act 2014.

Our fee for the registration of private company limited by shares in the Gibraltar is GBP6,000. The fee quoted include our professional registration service fee, compliance on-boarding fee, registered office address in Gibraltar for one year, local secretary service for one year and payment of official government fee. In short, the fees quoted included the fees necessary for the registration of Gibraltar company. For details, please refer to the Section 1 of this quotation.

For the purpose of registering a company in Gibraltar, client will need to provide the identification documents and proof of residential address of each shareholder and director, the proposed number of shares of the Gibraltar company, and the main business scope and business models of Gibraltar companies. The required documents and materials are detailed in Section 5 of this quotation.

In general, the registration of the Gibraltar company takes around 3 to 5 business days, on the basis that all due-diligence compliance documents and forms have been provided and have passed our compliance requirements.

The fee quoted is applicable to the business which does not require an additional license or permit. If the business to be carried out by the Gibraltar company requires an extra license or permits, Kaizen can help apply for such license or permit and our fees will be quoted upon request.

The fees listed in this quotation are for reference only and may be subject to change from time to time.

Registration Fee for a Gibraltar Limited Company

Our fee for handling the registration of a private company limited by shares with standard Articles of Association in Gibraltar is GBP6,000. In particular, our fee covers the following services:

(1)

Gibraltar Company Incorporation - Pre- & Post-Incorporation

(a) Answering your questions in respect of the registration and maintenance of a company in Gibraltar;
(b) Performing name availability search and applying of Certificate of Registration of a Business Name;
(c) Payment of official registration filing fee to relevant authorities;
(d) Drafting the standard of Memorandum of Association and Articles of Association;
(e) Preparation of incorporation documents and registration forms;
(f) Preparation of board resolution;
(g) Preparation of compliance corporate kit, including Share Certificate, Register of Members and Register of Director etc.

(2)

Registered Office Address

The registered office address of the Gibraltar company must be a located at Gibraltar. Kaizen will provide an address to be used as the registered office for the Gibraltar company and receive government letters for one year.

Note:

(1)	This package included the service fees, registered address service and the government registration fee. However, this package does not include the courier fee during the registration process of the applicant company, if any.
(2)	If expedited service (also known as Rush Service) is requested, the time frame will be reduced to 1 day. That is, the company can be registered within 24 hours of filing of registration documents. The additional fee for expedited service is GBP200.
(3)	Kaizen can assist with opening a bank account, including, but not limit to, providing necessary bank information, filling application form, arranging and training for interview. Under some circumstances, banks in Gibraltar might require to conduct a face to face interview with clients.

Payment Term and Payment Methods

Upon receipt of your confirmation of engagement, we will issue and send an invoice together with the wiring instructions to you for your settlement. When you arrange the payment, please put our invoice number or client number in the message section and then email a copy of the remittance receipt to us for our records. Because of the nature of service, we require full payment in advance. And once the service is commenced, no refund of service fee will be made.

We accept cash, HKD check, TT and credit card through PayPal. An extra handling fee of 5% will be charged if paid by PayPal.

Basic Structure for Gibraltar Limited Company

(1)	At least one shareholder and one director;
(2)	The shareholder could be a legal person or a natural person. There are no restrictions on the nationality of the shareholder;
(3)	The shareholder who is a natural person could act as a director, there are no restrictions on the nationality of the director;
(4)	Must have a registered address in Gibraltar;
(5)	A Gibraltar company does not have a minimum share capital and the authorized share capital may be expressed in any currency. The usual authorized amount is GBP2,000 for minimum capital duty payable upon incorporation.

Required Documents and Materials

Client needs to provide the following documents and information to Kaizen by email or fax or post for purpose of incorporation:

(1)	Individual shareholder/director: two proofs of ID, two address proofs issued within 3 months (e.g. utility bill, telephone bill or bank statement); source of wealth (e.g. CV outlining employment history); source of funds (to be paid into the company, if applicable);
(2)	Corporate shareholders: a group chart certified by director, and the Certificate of Incorporation, Constitution (pr Articles of Association), Register of Members, Register of Directors, Certificate of Good Standing and copy of the latest financial statements (if the company has been in existence for over 12 months)
(3)	A duly completed Offshore Company Incorporation Order Form (to be provided by Kaizen).

The identification documents and address proof of shareholders and directors are subject to certify by Kaizen’s staff, notary offices, attorneys, accountants, or bank managers. You may visit any of our branches to complete the verification if needed.

Gibraltar Company Registration Procedures and Timeframe

Under normal circumstances, the company name and the business scope do not need an extra license or permit, the whole process for company registration takes around 1 week. The table below details the procedures with time frame for the registration of a Gibraltar company.

No.	Procedure	Working Days
1	Client confirms to engage Kaizen to handle the formalities of Gibraltar company registration and the time same time, sends the materials stated in Section 4 to Kaizen by email.	Client’s Schedule
2	Kaizen issues an invoice to client and client arranges payment of our service fees.	Client’s Schedule
3	Kaizen arranges with client to verify the identification documents of the shareholder(s) and director(s).	Client’s Schedule
4	Preliminary availability check of proposed company name. if available, Kaizen prepares company registration application documents and email them to client for signing.	1
5	Client signs off the registration application documents and return them to Kaizen by email.	Client’s Schedule
6	Kaizen will file the incorporation documents with the Company Registrar.	1
7	The Gibraltar Company Registrar reviews the documents and if it finds everything in order, issues “Certificate of the Incorporation of a Company”	1-3
8	Kaizen delivers company registration documents to the client.	Client’s Schedule
Total:		3-5

Certificates and Documents to be returned to Client

After the registration process is completed, Kaizen will return the following documents and materials to client for retention and as proof that the company is duly registered:

(1)	Certificate of Registration of a Business Name issued by Company Registrar
(2)	Certificate of Incorporation of a Company issued by Company Registrar;
(3)	Filed copy of application to register a company;
(4)	A standard copy of the Memorandum of Association and Articles of Association;
(5)	A share certificate for each member/shareholder;
(6)	Statutory documents including register of director, register of members and board resolution etc.

The above documents are also available for pick up in any Kaizen offices. We can also courier the documents to any address designated by you.

Annual Maintenance Fee

Each company (limited by shares) registered in Gibraltar is required to submit Annual Return, regardless whether the company has commenced its business or not.

If the Gibraltar Company has commenced trading, the company is required by law to prepare and file a Corporation Tax Return.

In order to provide you with a clearer understanding of the cost to maintain a Gibraltar company, Kaizen lists out the maintenance costs incurred by a Gibraltar company each year in the following table. It shall be noted that the fees listed above are for reference only and the actual cost may be higher than listed.

Item	Description	Fee (GBP)
Annual Domiciliation Fee
1	Basic Annual Domiciliation (company secretary and registered office)	1,300

Other Services
2	Filing of Annual Return and Annual Accounts	300
3	Compilation of Financial Statements	400
4	Accounting and bookkeeping fee (monthly)	100 up
5	Annual Statutory Audit of Financial Statements (Optional)	1,000 up
6	Preparation and Filing of Corporate Tax Return	300
7	Assist with opening a bank account	6,300 up

Gibraltar Company Registration Procedures and Fees

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