Delaware is a small state placed on the East Coast of the United States of America, often titled the “Gateway to the United States”. Distincted by few regulations and a lack of bureaucracy in seting its affairs up, and with the Delaware Corporation Law being considered throughout the US among the most attractive for organisation purposes, it is a valuable jurisdiction in which to organise new companies.
The policy of Delaware courts has always been to construe the Corporation Law liberally, to interpret any ambiguities or uncertainties in the working of the Statutes so as to reach a reasonable and just construction. This causes the careful saver to have confidence in the security of the investment.
Corporations not having any business in Delaware pay no Delaware Corporate income tax. Franchise tax compares favourably with other states and is payable on the authorised share capital of a company at a rate of 1%. Nonetheless it should be noted that Delaware corporations do fall within the Federal Tax System.
A Delaware corporation has the following characteristics:
- Annual Reporting
A franchise tax report must be accomplished each year showing details of the corporation officers. Though accounts need not to be filed.
- Directors
A minimum of one director is required and there is no restriction on his nationality. The offices of President, Vice-President and Treasurer may be centered in the sole director.
- Shareholders
It’s mandatory a minimum of one shareholder and bearer shares are not allowed.
- Taxation
Shares owned by non-residents are free from all taxes, including State Inheritance Taxes.
- Restrictions on Name and Activity
Corporation names must end with one of the following words or abbreviations thereof – Association, Company, Corporation, Club, Foundation, Fund, Incorporated, Institute, Society, Union, Syndicate or Limited. The following words and connected activities cannot be used: Bank, Trust, University, College or School.
Cyprus is an island located in the north eastern Mediterranean Sea at the crossroads of Europe, Asia and Africa. The capital city is Nicosia.
Cyprus gained independence from Britain in 1960 and adopt a presidential system of Government with elections for the President taking place every 5 years. In 1974 Turkey invaded Cyprus and has since occupied the northern 40% of the island. In recent years, access was allowed from the southern Cyprio held area.
The official languages are Greek and Turkish but English is generally spoken and is the language mostly used in business, government and the courts. Laws are based on the English legal system and company law is modeled on the UK Companies Act 1948. Cyprus got full membership of the European Union in 2004.
Cyprus Companies characteristics:
- Local Requirements
As a matter of local company law the company must maintain a registered office address within Cyprus and must also appoint a company secretary which, for practical reasons, must be resident in Cyprus.
- Restrictions on Name and Activity
Names must end with the word “Limited”. The following words and their associated activities can not be used: Assurance, Bank, Building Society or any other words consider sensitive or offensive.
- Companies’ Directors
A minimum of one director is required and details appear on the public file, but anonymity can be retained by the use of 3rd party directors.
- Shareholding
A minimum of one shareholder is required, whose details appear on the public file but anonymity can be taken by the use of a nominee shareholder. Bank references on the beneficial owners must be submitted to the Central Bank of Cyprus but these details are protected by secrecy laws. Bearer shares are not allowed.
- Taxation
Tax is charged on worldwide income at a rate of 10% on profit. As such, Cyprus is a low tax country rather than a no tax jurisdiction. Nevertheless, one of the great benefits of these companies is that Cyprus has signed a large range of tax agreements which can be held to avoid double taxation. Management & Control must be based in Cyprus and this can be attained by the provison of third party directors.
- Annual Reporting
An annual return which gives details of all those who have held shares throughout the year and the current directors must be filed. In addition, every Cyprus company must prepare audited accounts and submit these to the Central Bank and the income tax office.
- Secrecy
Although details of the shareholders and directors appear on the public file, details of the beneficial owners supplied to the Central Bank are protected by statutory secrecy provisions.
The Cayman Islands are a British colony located in the Caribbean sea, about 500 miles South of Miami, Florida.
Cayman Islands Exempt Companies
The Islands enjoy legal, accounting and banking services and derive political stability by virtue of their connection with the U.K. The legal system is British and the government is leadered by a Governor appointed by the Crown who presides over a Government made up of twelve locally elected members and three senior civil servants who hold ex-officio office.
There is no exchange control and no restrictions on the movement of funds to or from the Islands.
The Confidential Relationships (Preservations) Law 1976 makes it a criminal offence for any person to divulge confidential information to a third party and the Cayman Islands have no double taxation treaty with any other part of the world but have undertaken to assist foreign governments by giving them information where a Cayman Island Company has been used or involved in activities which are mutually considered as criminal. Tax offences would not be covered by this treaty, so no information would be revealed where allegations of tax offences are made.
The Companies (Amendment) Custody of Bearer Shares Law 2001 provides for a licensed Custodian in the Cayman Islands to hold bearer shares to the order of the beneficial owner.
A Cayman Island exempt company has the following characteristics:
- There are no taxes in the Cayman Islands on income, capital gains, profits, dividends, investments or capital transfers.
- The company receives a twenty year guarantee against taxation from the Cayman Islands Government, which may be extended to thirty years on application.
- Shareholders
Only one shareholder is required whose details are not maintained on public record. Bearer or registered shares are permitted. However, bearer shares must be deposited with a licensed authorised Custodian in the Cayman Islands to be held to the order of the beneficial owner. - Directors
Only one director is required whose details must be advised to the company registrar but this information is not available for public inspection. Directors do not have to be resident in the Cayman Islands but one statutory meeting of the directors must be held within the islands every year. This may be done more conveniently by the appointment of proxies. Corporate directors are officially recognized. - Annual Reporting
There is no requirement to file accounts with the registrar. However, an annual return must be filed. The return takes the form of a simple declaration. - Restrictions on name and activity
Exempt companies have no restrictions on names. - Local Requirements
As a matter of local company law the company must maintain a registered office address within the Cayman. - Secrecy
The Confidential Relationship (Preservation) Law 1976 makes it a criminial offense to divulge confidendtial information or to willfully obtain or attempt to obtain confidential information relating to a Cayman Island company. The Law imposes a maximum penalty of a fine of CI$5,000 and/or a term of imprisonment of up to 2 years.
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