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1 minute video

Frequently Asked Questions concerning offshore company formation

Register your company

Questions concerning companies

Questions concerning the bank account opening process

Questions concerning additional services

Questions regarding Company Dissolution

What is an offshore company?

Offshore or non-resident companies are described as companies that conduct an insubstantial or zero volume of business within their jurisdiction of incorporation.

More specifically, offshore companies have three characteristics: Firstly, they should be registered as an entity within the jurisdiction of incorporation. Secondly, the "incorporators" should be domiciled outside of the jurisdiction of incorporation. Finally, the company should transact exclusively outside of the jurisdiction of incorporation. However, most associate the term 'offshore company' as a means of increasing tax efficiency.

What is an offshore company? (41 sec)

Why should I use SFM to open my offshore company?

1. Our professionals have more than 15 years of experience in offshore consultancy. During this time we have been able to develop a network of offshore service providers that remains unparalleled.

2. Our company is a member of many international recognized organisations. We provide tailor-made services to our clients, aligned with the latest jurisdictions’ laws.

3. We are one of the most competitive offshore providers.

For further information, please read "Our Guarantees" section.

Where is the best place to register your company?

We often get the question, “where should I register my company?” or what is the “best offshore jurisdiction?”.

Our answer is simple: every client, every situation is unique, there is therefore no straight answer to that question.
A lot of factors have to be taken in consideration, namely :

  • Your company activity
  • Your place of residence
  • Your nationality
  • Where your clients and providers are located
  • Your affinity with certain regions of the globe
  • Your willingness to provide audited accounts or no
  • The kind of banking facilities that you need

All these factors have an influence on which jurisdiction you should opt for. The SFM team will gladly review the options available to you to assist you in deciding which jurisdiction would fit you best.

For clients who would like a rapid incorporation process, a bank account, keep the fees to the minimum and no accounting requirement, offshore jurisdictions such as Seychelles, Belize, or the BVI are often a favorite pick. You may also find that some of your clients do not wish to pay you on an offshore company account, and would require you to select a more established jurisdiction. In that case you could look at jurisdictions such as Hong Kong or Cyprus, which are considered to be Onshore Jurisdictions (even if tax rate is low or nil, there is a need to submit accounts on a yearly basis to the jurisdiction’s tax authorities).
In other instances, some of our clients may need to provide services in the Middle East, in such case a RAK (Ras Al Khaimah) offshore company may be best suited, as it is internationally well recognized.

In summary, every client has a different situation, and every jurisdiction that we offer (above 20) could fit in one or the other of these situations

Also, an important factor in choosing a jurisdiction is to be sure that your company will be incorporated in a country that has a:
  • 1. reliable means of communication;
  • 2. political and economical stability;
  • 3. good reputation;
  • 4. sophisticated corporate laws;
All the jurisdictions we work with enjoy the above-mentioned advantages.

Disclaimer : SFM Corporate Services and its affiliates do not provide tax, legal, or accounting advice. Materials provided by SFM Corporate Services and www.sfm.com have been prepared for informational purposes only, and is not intended to provide, and should not be relied on for tax, legal, or accounting advice. You should consult your own tax, legal, or accounting advisor with regard to your own tax, legal, or accounting scenario.

Please contact us for further information.

What is the world's best offshore jurisdiction? (3 min 55sec)

Why are your fees lower than those of your competitors?

Why SFM offers
best value for money (70 sec)

How can I settle my company fees?

You can either pay by bank transfer, credit card, cheque or banker's draft or also by cash at our offices, if you prefer.

Does my company have to provide accounts to the tax authority of the jurisdiction in which it is incorporated?

Many jurisdictions do not require financial reporting or auditing.
However, in certain jurisdictions, such as Hong Kong, Cyprus, Gibraltar and the UK for example, it is indeed mandatory for companies to produce yearly accounts and to have them audited, and in some cases, to pay taxes (please refer to our jurisdiction comparison table).
While a company may not be subject to tax reporting to its local authorities, you should consult your own tax, legal or accounting advisor to determine whether you or your company have any reporting obligations in other jurisdictions, including the jurisdiction in which you are a tax resident.
NB: it is possible that under FATCA or CRS regimes, most of the offshore jurisdictions may report information about their offshore companies (and the company’s bank accounts) to the relevant home country tax authorities.

Do I need to go to your physical office to open my offshore company?

No. You are welcome to meet us in any of our offices, but that does not mean that you will have to travel there to open your offshore company. Everything can be finalised by correspondence.

How long will it take for me to receive my corporate documents?

Every jurisdiction has its own incorporation timeframe. Please refer to our jurisdiction comparison table. Once the company has been incorporated, it will generally take about two to six days for the corporate documents to become available.

Can I choose the name of my company?

Yes, It is even recommended that you do so. On the application form you are asked to input two company names, in order of your preference. We will then check with the Company Registry of the offshore jurisdiction if those names are available for incorporation. If not, we shall send you some alternative names. We also have a list of shelf companies or pre-approved names that we can send to you upon request.
While you are encouraged to choose the name of your future company, please note that some words are forbidden:
  • Names that are too similar to existing well-known brands are likely to be refused by local registrar : example Coca-Cola Limited or Google Limited
  • Names that include any prohibited word, phrase or abbreviation such as Bank, Credit Union, , Municipal, Parliament, Building Society, Chamber of Commerce, Registrar, Chartered, Police, Royal, or any word or abbreviation conveying a similar meaning .
  • Names that include any activity that would require a specific license, such as but not limited to : Casino, College, Foundation, Fund, Gambling, Hospital, Insurance, Airline, Bitcoin.

Why do I need to provide certified true copies of my documents and who can certify them?

Generally speaking we require your passport copy as well as your proof of address such as a utility bill to register your company. A certified true copy may be performed by a notary, a practicing attorney-at-law, a public administration or a banker.

The certification must be recent, and the proof of address must be less than 3 months old; the certification must confirm that the copy is a true copy of the original document.

Additionally, the certifier must indicate his name, capacity, date of the certification along with his/her signature next to their official seal. Some jurisdictions have specific requirements and we recommend seeking additional information and instructions from SFM and to submit scan copies for prior review.

Can I use the company address to include it in my invoices? to use it as my commercial address? or to receive correspondence?

The company registration address is the legal address of the company in the jurisdiction where it will be registered. This address must be used for all company legal documents including contracts, invoices, and others for the purpose of identifying the company correctly.it is also used for the service of legal notice by third parties.

Some jurisdictions may restrict a company’s activities to business performed outside of the jurisdiction itself (Ex: Ras Al Khaimah offshore companies). In that case, the company’s registration address cannot be used as a commercial address else it would appear as if the company was trading from inside the jurisdiction.

In other cases, some jurisdictions may demand that companies appearing to trade from within their territory now meet “substance” requirements in order to be deemed a resident company, which may include having local staff among other.

Finally, it is not possible to use the registration address as your correspondence address because handling your company’s correspondence is not in the scope of service of a registered agent, unless. You can however request one of our virtual office services in Geneva or London to obtain a correspondence address.

What is a shelf company?

Off the shelf companies are corporate entities that have been established by a provider, who holds the company until a purchaser is found. Post transaction, the ownership of the company transfers from the provider to the third party, who then commences trading activity under the company name. The benefits of purchasing an off the shelf company include:
  • Reduction in the time it would take to create a new corporation.
  • The appearance of corporate longevity.
Note: Shelf companies are usually more expensive than newly incorporated companies because of their age.

What is a UK Agency Company?

The agency structure is a simple set-up where a UK company acts as administrator or agent for a non-UK principal which was registered in another jurisdiction. The UK company will draw on its well respected image and business credibility to trade with clients on behalf of the Principal which in turn retains all the benefits of its own jurisdiction.

The Principal and the Agent sign an agency agreement specifying the exact terms of their agreement including the set out of proper commercial fee for the Agent. All business is then conducted in the name of the UK company, but on behalf of the non-UK company. Clients enter into a contract with the UK company, are invoiced by them and pay the invoices into the bank account of the UK company. Most of the income is then remitted to the non-UK company according to the specificities of the agreement.
It should be noted that if the UK company starts trading within the UK or with any UK businesses, this income would be subject to UK taxation.

The agency agreement between the Principal and the Agent must be properly executed before the UK Company starts to trade. In addition,
  1. The Agent must not trade within the UK or with any UK business.
  2. The Agent’s commercial fee needs to be concretely paid out.
  3. The Beneficial Owner of the Principal should not be subject to UK tax.
  4. The relationship between the UK and the non-UK company has to be purely commercial.

The success of this structure is owed to the fact that the agent pays corporation tax in the UK according to the amount received for its own commission, after deductions on expenses. Therefore, the HMR&Customs will assess the UK company for taxes whereas the revenue sent to the principal is subject to the rules of the jurisdiction of the principal.

What is the difference between a shareholder and a director?

The shareholder is the person who owns the company through a share certificate. A company can be owned by one or several shareholders. The shareholder can be an individual or a company.

The director is the person responsible for the management of the company. He will sign any business contracts, account opening forms etc. Directors are elected by the shareholders. A company can have one or several directors. The director can be an individual or a company.

Can the same person be a shareholder of the company and act as its director at the same time?

Yes. In most jurisdictions it is possible (and common) that the same person acts as shareholder and director of the company.

When do I have to pay my company's yearly fees (Renewal Fees)?

You will be asked to settle the yearly fees prior to each anniversary of your company, not at the end of each calendar year. There may however be exceptions where a jurisdiction requires the annual fees to be paid at a fixed calendar date. To avoid any last minute rush, we will send you a renewal invitation two months before the anniversary.

Do I have to pay taxes on profit or interest earned by my company?

Most of the jurisdictions we work with do not impose taxes on profits made or interest earned by the company. Some, like Hong Kong, only tax profits made within the jurisdiction, whereas Cyprus charges a 10% flat tax. While a company may not be subject to tax reporting to its local authorities, you should consult with your own tax, legal or accounting advisor to determine whether you or the company are subject to tax in any other jurisdiction including the jurisdiction in which you are a tax resident.

Who should use an offshore company?

An offshore company may be of interest to a great number of people and it may be used for various activities:
  • Businessmen:
    Creating an offshore company allows you to begin an activity without having to deal with the set-up of a complicated infrastructure. An offshore company allows you to quickly create a stable structure with a simple administration and enjoy all the benefits of the offshore jurisdiction.
  • Commerce over the Internet (E-Commerce) :
    Internet traders can use an offshore company to maintain a domain name and to manage Internet sites. An offshore company might be ideal for people whose business is on the Internet. You might choose to incorporate the registered office of your company in an offshore jurisdiction to take advantage of the various benefits offered by these jurisdictions.
  • Consultants / Counsellors:
    You can also carry on your consultancy or counselling business through an offshore company. You will find it easier to manage your company, while being registered in a stable jurisdiction and benefiting from all the strengths of this jurisdiction.
  • International business:
    International commerce can be carried out through an offshore company. It will handle purchases and sales operations. SFM can also arrange for obtaining a VAT number for companies that we register in Cyprus or in the United Kingdom.
  • Holding intellectual property rights:
    Any kind of intellectual property right (a patent or trade mark) may be registered in the name of an offshore company. The company may also buy or sell this type of right. It may also grant rights of use to third parties against payments.
  • For the custody of movable and immovable property:
    Offshore companies are used to hold both movable property (such as yachts) and immovable property (such as houses and buildings). In addition to confidentiality, the benefits and advantages they offer include exemption from certain types of taxes (e.g. inheritance tax). It should be noted, however, that some countries do not allow the acquisition of movable/immovable property through offshore structures and therefore those wishing to form an offshore structure are advised to check with a competent authority before proceeding.
  • For inheritance purposes:
    An offshore firm that always stays afloat (provided all costs associated with running it are paid) may, in some countries, be used in relation to inheritance tax laws. With a view to optimising inheritance tax liability, the offshore structure may also be combined with a trust or a foundation.
  • Stockbroker/forex:
    Offshore companies are very often used for share or foreign exchange transactions. The transactions may for instance be perfomed with an account opened under a company name.
SFM Corporate Services and its affiliates do not provide tax, legal, or accounting advice. Materials provided by SFM Corporate Services and www.sfm.com have been prepared for informational purposes only, and is not intended to provide, and should not be relied on for tax, legal, or accounting advice. You should consult your own tax, legal, or accounting advisor with regard to your own tax, legal, or accounting scenario.

What is the meaning of the legal suffixes (Ltd, Corp, etc.) after a company name?

Please refer to our legal suffixes table.

Will I get a refund if I do not get my company registered and the bank account opened?

We at SFM are acting as your corporate service provider and we provide assistance with the company registration as well as bank account opening.

During the process of registration of the company, we depend on the authority approval and also the client cooperation to obtain the required documents. When such documents are provided on time, we will be able to efficiently handle the procedures. SFM has successfully registered companies internationally in more than 20 jurisdictions.

SFM is dealing with several banks internationally and once you become one of our clients, we shall start to create your banking profile, so as to introduce you to the right bank which suits your banking needs and to increase your chances to open your company bank account, but the choice of a bank is ultimately yours. In the event that the bank will reject your application, our team will be glad to re-assess your profile and may assist you with a new application after reviewing the reasons of rejection and initiating the process with another bank. In the event where SFM is not able to register your company then your order will be subject to a refund as per our terms and conditions. Please find our refund policy

Can I get a residency when I register a company through you?

Kindly note that a company does not provide the eligibility to apply or to obtain the residency in the country where the company is registered.

We provide the assistance with the residency in the UAE through the registration of a Local / Free Zone company and for more details kindly refer to the following website https://www.dubaicompany.com/ and you may contact us for more details.

Do I need to come to the bank in person to open an account?

Most bank we work with are able to accept clients whose application is completed fully by correspondence. However, some banks will want to meet you in person. If you wish, a personal meeting can be organized with a representative of the banks we work with.

Does opening an offshore company mean that a bank account will automatically be opened for the company?

No. If you tick the bank account opening option, we shall-in close collaboration with yourself-to review the banks which most suit your needs from among our network of prime banks. The bank will then decide if the account can be opened, depending on how comfortable they are with the nature of your business and the personal information provided by you. However, in more than 95% of cases, our clients obtained their account.

In which countries can you open a bank account for my company?

Applications may be made in Switzerland, the Seychelles, Cyprus, Panama, Belize, BVI, St-Vincent, Latvia, Hong Kong, and elsewhere. Please refer to our website for the updated list.

Which banks do you work with?

For legal reasons, we cannot disclose the names of the establishments we work with. However, be assured that we only work with first class banks, which are able to offer you all the services you may require (internet banking, credit and debit cards).

Is it possible to open a private account as well as an account in the name of my company?

Yes. It is possible to apply for a private account in addition to the account in the name of your company.

What fees apply for maintaining the bank account?

The banking fees depend on the establishment holding your account. On average the fees for maintaining the account come to around Euro 200 per year. As for us, we do not charge any further fees once the account has been opened.

Can I have a bank account in different currencies?

Once the bank account has been opened, you can choose a multi-currency account. This will allow you to keep several currencies in the same account. When a new currency is used, the bank will automatically open a "sub-account" so that you do not have to pay any exchange fees.

How can I use the funds from my offshore account?

As with any other bank account, the funds of your offshore company bank account will be accessible through credit/debit cards, cheques, Internet banking or withdrawal at the bank.

What is the Travel Cash Card?

The Travel Cash Card is a card issued by Swiss banks only. The main advantage of this debit card is that it is anonymous. You can therefore withdraw cash or buy goods without leaving any trace. An offshore company account can also have a Travel Cash Card.

What is the corporate debit card?

The corporate debit card is a card issued to the company which allows its user to withdraw cash or buy goods within its limit. To be eligible to obtain this card from a bank, you must register a company and open a corporate bank account, this card will be linked directly to the corporate bank account and the card can be funded through the corporate bank account only.

What is a nominee director?

The nominee director service may be used where a client doesn’t wish to be personally appointed or has to meet local requirements. The name of the director will appear in the corporate documents, in any business contract and sometimes in the jurisdiction's business register.

Upon appointment of a nominee director, a Nominee Service Agreement will be signed between the client and the nominee. It will guarantee the client that the nominee can only act or sign documents upon the client's request and with the client's prior approval. Professional directors introduced by SFM work with the highest level of integrity and confidentiality.

What is a nominee shareholder?

The nominee shareholder is appointed in order to detain shares on behalf of the owner of the company. The name of the shareholder will appear in the corporate documents, and sometimes in the jurisdiction's business register.

Upon appointment of a nominee shareholder, a Nominee Service Agreement (declaration of trust) will be signed between the client and the nominee.
Nominee shareholders introduced by SFM work with the highest level of integrity and confidentiality.

Will a nominee director sign contracts, invoices, etc.?

A nominee director may sign contracts (or other commercial documents) on behalf of a company if needed and provided that 1) the nominee director reviewed and consents to the signature of the said contract, and 2) to a fee per hour for the time needed to review and process the same. However, if you are not appointed as a director, you may still have full power to manage the company and its bank account as an attorney-in-fact via a power of attorney granted by the nominee director.

What is the Virtual Office?

The Virtual Office allows your company to have an address in Geneva, London or Hong Kong and to receive mail there, which, in some cases, can lend more credibility to your company.

We offer three different types of Virtual Office:
  • Standard Virtual Office
    The Standard Virtual Office allows you to have a company address in Geneva, London or Hong Kong (with the mention "c/o") and to receive mail there.

    Thus, the address would read :
    "Company Name" c/o SFM
    Rue du Cendrier 15
    1201 Geneva, Switzerland

    With or without a virtual office, your company will still have its registered address in the country of incorporation.
  • Virtual Office Premium
    The Virtual Office Premium allows you to have a company address in Geneva, London or Hong Kong and to receive mail there. The Virtual Office Premium includes the company name on the post box.

    Thus, the address would read :
    "Company Name"
    Rue du Cendrier 15
    1201 Geneva, Switzerland

    With or without a virtual office, your company will still have its registered address in the country of incorporation.
  • Full Virtual Office
    The Full Virtual Office allows you to have a company address in Geneva, London or Hong Kong and to receive phone calls and faxes. The Full Virtual Office includes the company name on the post box, its own phone and fax number, telephone answering in the name of your company by a secretary and call forwarding.

    Thus, the address would read :
    "Company Name"
    Rue du Cendrier 20
    1201 Geneva, Switzerland
    Tel : +41 22 …
    Fax : +41 22 …

    With or without a virtual office, your company will still have its registered address in the country of incorporation.

What does "creation of company logo" mean?

Upon selection of this option, we will design and suggest five logos for your company. These logos can be designed according to the company's activity or without any theme in particular. You can choose one logo among the ones suggested. The logo will be sent to you in different formats and will be placed on the company’s letterhead and business cards prepared by us.

What does "creation of company stamp/seal" mean?

Upon selection of this option, we will send you a stamp or seal bearing the company's name and address, as well as its logo, if this option was also selected.

What is the notarisation and Apostille?

A notarisation means that a notary will check all the documents we issue for your company and that he will confirm their authenticity.

An Apostille is an internationally recognised certification and legalisation of the corporate documents by the government of the jurisdiction where your company has been incorporated.

We highly recommend that you choose this option if you consider opening a bank account or if you need your corporate documents for any legal proceedings (such as concluding a contract, for example).

Can I transfer my current company to another jurisdiction?

Defining Company Migration, continuation and re-domiciliation

The process of Company Migration, sometimes referred to as Re-domiciliation or Continuation, refers to de-registering a company in one jurisdiction and re-registering in another jurisdiction.

As the name suggests, continuation has the advantage of continuity : while it is amending its registered address, the company doesn’t cease to exist; there is no interruption or disruption to business, and the company keeps its original date of incorporation. In a nutshell, the company continues to exist but has simply migrated to another jurisdiction!

Why do that ? simply because the original reasons why a company was incorporated in a particular jurisdiction might no longer be valid, and another jurisdiction may present advantages that the original jurisdiction does not.

It is clearly easier for a company to apply to continue in another jurisdiction than to wind-up the said company and transfer each individual asset, corporate contract or item of property to a new company.

The process is actually quite easy. Assuming that both jurisdictions allow the continuation procedure, the company would have to submit documents such as a special resolution confirming the company’s intention to migrate, the articles of continuation, a director’s solvency statement and a registered agent consent letter. Other documents may be required depending on the complexity of the case, but generally, the whole process can be completed in about 10 days.

Should you wish to re-domicile your company, please contact SFM. We have over 15 years of experience in this field.

Can any company apply for dissolution/deregistration?

Yes, any company, regardless of the jurisdiction, can apply for dissolution. SFM can take care of the dissolution process for you. Prices vary from one jurisdiction to the other, and also depending on the amount of accounting work if needed.

What are the requirements for a company to be dissolved?

This will depend on the jurisdiction and procedure selected, the company must meet the following conditions before making an application for dissolution :
  • The shareholders of the company should formally agree to dissolve.
  • The company should not have any outstanding assets or liabilities.
  • The company should not be involved in any litigation.

Does the company need to file all outstanding Annual Returns before delivering the application for deregistration/dissolution ?

Yes. A company is usually required to file Annual Returns and observe its obligations under the applicable Companies law in general, until it has been dissolved. Failure to do so could have consequences such as preventing the deregistration/dissolution or make the company liable to prosecution.

How can I restore a deregistered company?

An application for the restoration can be made to the Registrar or the relevant Authority of the relevant jurisdiction. SFM can take care of this process for you. If your company was struck off, it may be possible that the company’s name may no longer be available.

What are the differences between winding up, dissolution and striking off?

Winding up is the process of settling the accounts and liquidating a company’s assets to extinguish existing liabilities and finally permit the distribution of the net assets to the shareholders. It is part of dissolving the company.

Dissolution: dissolution is the entire process of formally closing down the company, from winding up to the striking off from the Company Registry. It aims at protecting you against future liabilities.

Striking off refers to the Registrar of Companies literally striking the name of a company when there is reasonable ground to consider that a company is no longer meeting the conditions for being registered. The strike off may be compulsory, for instance as the result of a lasting failure to maintain a situation of good standing, or be the result of a dissolution/deregistration procedure. Striking off is a statutory power and responsibility of the Registrar.

How long does it take to dissolve a company?

This depends on the jurisdiction of incorporation – i.e. on the applicable procedure – and on the status of the company’s business. For simple cases where companies have no liabilities and where all documents are up to date, the process generally takes about 45 days. For more complex cases, the process can take up to one year.

Which document I will get once my company has been dissolved?

The most standard document is a Certificate of Dissolution issued by the Company Registry.

Disclaimer: SFM Corporate Services and its affiliates do not provide tax, legal, or accounting advice. Materials provided by SFM Corporate Services and www.sfm.com have been prepared for informational purposes only, and is not intended to provide, and should not be relied on for tax, legal, or accounting advice. You should consult your own tax, legal, or accounting advisor with regard to your own tax, legal, or accounting scenario. Nothing on this webpage shall be construed as a contractual commitment or as a warranty. Services conditions are governed by the applicable terms and conditions.