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The description of corporate structures and prices quoted below is serving as a general guide and may be subject to the most recent changes of the legislation in various jurisdictions. We invite you to contact us for the latest update and free quotation.

COUNTRY: Bahamas

Bahamas Offshore Company

Offshore legislation governing incorporation and management of International Business Companies in Bahamas is International Business Companies Act 1989, updated by the International Business Companies (Amendment) Act 1994, the International Business Companies Act 2001, and the International Business Companies (Amendment) Act 2004.

Legal form: The existing companies law, most recently re-stated in the Companies Act 1992, which is based on English law and is used to form various types of company used by businesses trading in the Bahamas, and also for certain other special purposes. Companies formed under the Companies Act 1992 can be private companies limited by shares or by guarantee, or can be public companies. The International Business Company is the most widely used vehicle for offshore operations in the Bahamas, it normally takes the form of a private company limited by shares.  

Name of the company: Bahamas  IBC’ names must end with one of the following words, or their relevant abbreviations - Limited, Corporation, Incorporated, Societe Anonyme, Sociedad Anonima.  The following names to be used, require licensing: Bank, Insurance, Assurance, Re-Insurance, Trust, Trustee, Savings, Royal, Asset management, Fund Management, Investment Fund, Building Society, Municipal, Chartered. Names denoting any connection to local, state or national Governments are generally prohibited. Names can be in any language which uses the Latin alphabet.

Memorandum and Articles of Association: In order to incorporate private company in the Bahamas, a Memorandum of Association must be filed with the Registrar General. Articles of Association may be filed with the Memorandum of Association or within six months thereafter, and must be signed and witnessed by one other person. Other provisions include: the memorandum to be signed by at least two subscribers in the presence of at least one witness. Each subscriber must subscribe for at least one share. A non-resident subscriber is required to obtain exchange control permission. The capacity of persons incorporating is to be submitted with the Memorandum in the form of a declaration signed by counsel and attorney.

Shareholders: A minimum of two shareholders are required which may be an individuals or a corporate bodies. All shares should be registered. Details of the shareholders appear in the public record in Bahamas.

The share capital: There is no specific minimum capital requirement. The standard authorized share capital is US$ 5,000. Shares must be registered and may be issued in any currency. Bearer shares however are no longer permitted. A share register needs to be kept at the registered office of IBC.

Directors of the company:  The IBC must have at least one director, which can either be an individual or another corporation. Directors can be of any nationality or residence, and need not also be shareholders. It is possible to appoint specific alternate directors and officers in the event of the death, resignation, or inability to act of an existing director or officer. A list of directors must be maintained at the registered office. The names of directors and officers are not made public; however, the Bahamas Registry may require the information in some circumstances, such as if an official certificate is required. Changes in directors or officers need not be registered or reported.

Registered office and local agent/secretary: Every IBC must have a Registered Agent and a Registered Office in the Bahamas. The Registered Agent must be qualified to act as such, such as a Lawyer, licensed Management Company, etc.

Taxation: An IBC is exempt from Bahamian Exchange Control, from stamp duty and from other taxes and estate duties for 20 years from the date of incorporation. Business conducted by the Bahamas IBC outside of the Bahamas is exempt. Unlike most other jurisdictions, a Bahamas IBC may do business locally and may own local real estate. Any such local transactions however, are subject to exchange controls and stamp duty.

Audit and financial returns: Whilst there is no requirement to file audited accounts or annual returns with the authorities, a company is required to keep financial records, which should reflect the financial position of a company.

Meetings: The directors and the shareholders meetings need not be held in the Bahamas as there is no requirement or an Annual General Meeting. All meetings may be held outside Bahamas, by telephone or other electronic means. Alternatively, directors and shareholders may vote by proxy. The registers and minutes of meetings must be kept at the registered office. Bahamas IBC must have a company seal, an imprint of which is to be kept at the registered office.

Time needed for formation: Usually it is 3 working days, but we need up to 10 working days for legalization of the documents and delivery by courier.

In order to proceed with the formation of the Bahamas International Business Company please visit our  how do I start  page and then proceed to  filling in our application form