Belize: Types of Company
International Business Company
An international business company (IBC) is formed under the International Business Company Act 1990, by filing an article and memorandum of association along with the required fees. The following are the main characteristics of an IBC:
- There is no minimum paid-up capital requirement, and capital may be expressed in foreign currency;
- An IBC may issue bearer shares and shares of no par value; but bearer shares must be held in the custody of a local registered agent;
- Subscribers may include an individual, a corporation or a trust;
- A company may have nominee shareholders using local licensed registered agents;
- There is a minimum of one director, who can be an individual or a corporation;
- A secretary is not required (but can be useful);
- Each company must maintain a registered agent and a local registered office using licensed individuals or companies - these are the only details about an IBC that are available on the public file;
- There are no requirements for an IBC to file details related to shareholders or directors or for the filing of audits or accounting reports;
- No meetings are required of directors or members;
- There are no exchange controls for an IBC;
- Foreign companies may continue (re-domicile) as Belizean IBCs, and vice versa.
The 1990 International Business Company Act prohibits an IBC from:
- Carrying on business with persons resident in Belize;
- Owning an interest in real property situated in Belize, except lease property for office purposes;
- Carrying on banking business;
- Carrying on insurance or reinsurance business;
- Carrying on the business of providing registered agents/offices for companies.
Otherwise, a Belize IBC may engage in any activity that is not unlawful in Belize. Belizean IBCs are specifically exempted from any form of income tax, capital gains or transaction tax. Any IBC can conduct its business in any foreign currency it may choose free of the Belizean government regulation or restriction.
Among the many uses of IBCs are the following:
- to establish securities trading accounts in North America and Europe, either directly or through Belizean intermediaries;
- to hold title to real estate in jurisdictions other than Belize;
- to collect commissions, royalties or dividends or to re-invoice trade transaction
Trusts established under Belizean law (see Trusts) often incorporate a Belizean IBC which serves as an asset-holding device for the trust. This provides an added layer of insulation, allowing the trust to withhold details of its existence and beneficiaries from third parties such as bankers or brokers dealing with the IBC.
Belize's legislation facilitates speedy and simple incorporation, and its modern and computerized IBC Registry is capable of incorporating a company within one hour.