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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 GBP6,500. 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 2 to 3 weeks, 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 GBP6,500. 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.

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)	Please provide two to three English names for the Gibraltar Company. The company name must be ended with ‘LIMITED’;
(2)	The copy of the passport and address proof issued within 3 months of shareholders (For example, utility bill, telephone bill or bank statement); if the shareholder is a legal person, the Certificate of Incorporation, corporate documents showing the registered address, Register of Directors, Register of Members and passport and address proof issued within 3 months of ultimate beneficial owners holding with more than 10% shares;
(3)	The copy of the passport and the address proof issued within 3 months of directors (For example, utility bill, telephone bill or bank statement);
(4)	If shareholder is a legal person, please provide an organization chart certified by director;
(5)	Filling the “KYC Questionnaires” and “Overseas Company Incorporation Order Form” provided by Kaizen.

Acceptable address proof can be a utility bill or bank statement. Information of director/shareholder (full name and full address), document type, document issuing date and name of issuing authority must be clearly stated. If the document is not written in English, you are required to provide an English translation document for reference and as supporting.

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 2 to 3 weeks. 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”	10-12
8	Kaizen delivers company registration documents to the client.	Client’s Schedule
Total:		2 to 3 weeks

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 Incorporation of a Company issued by Company Registrar;
(2)	Filed copy of application to register a company;
(3)	A standard copy of the Memorandum of Association and Articles of Association;
(4)	A share certificate for each member/shareholder;
(5)	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.

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.

Appendix A - Annual Maintenance and Taxation Services Fee Schedule

Item	Description	Amount (£)		Remark
Basic Maintenance Costs (Fixed)
1	Registered Company Secretary services	Yearly	2,800	Anniversary of incorporation
2	Registered Office Address Service	Yearly	2,800	Anniversary of incorporation
3	Preparation of Annual General Meeting (“AGM”)	Yearly	450	First within 18 months of incorporation then annually of anniversary.
Accounting and Tax Related Fees (Variable)
4	Accounting and bookkeeping	Monthly	350 up
5	Preparation and Filing of Annual Accounts (Dormant)	Yearly	1,000	First accounts are for Company Registry 12 months from year end and for Revenue 9 months
6	Preparation and filing of Corporation Tax Return	Yearly	1,000
7	Preparation and filing of Corporation Tax Return (with computation)	Yearly	2,000 up
8	Preparation of unaudited financial statements	Yearly	3,000 up	To qualify as a small company, two of the three requirements, below, need be met: (i) Turnover under GBP 6.5 million; (ii)Balance Sheet below GBP 3.26 millio; (iii) Number of employees should not exceed 50
9	Financial Statement Statutory Audit (if request)	Yearly	7,000 up	If two or more of the following conditions are met: (i)Turnover over £15M; (ii)Balance Sheet over £7.5; (iii) More than 50 employees

The above quotations are for preliminary reference only and do not constitute final transaction terms. All service fees shall be based on the actual quotation provided by our company for each individual case. We reserve the right to adjust pricing at any time without prior notice.

If you wish to obtain more information or assistance, please visit the official website of Kaizen CPA Limited at www.kaizencpa.com or contact us through the following and talk to our professionals:
Email: info@kaizencpa.com
Tel: +852 2341 1444
Mobile : +852 5616 4140, +86 152 1943 4614
WhatsApp/ Line/ WeChat: +852 5616 4140
Skype: kaizencpa

Gibraltar Company Registration Procedures and Fees

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