Belize introduced its own International Business Companies Act in 1990. The Belizean IBC Act was modeled after the 1984 act of the British Virgin Islands and the 1989 IBC Act of the Bahamas.
Belizean laws allow the following categories of business ownership: Private Limited Companies, Limited Liability Partnership, Limited Life Companies, Joint Ventures and Cooperatives, Partnership, Sole Proprietor, Public Investment Companies and Trusts. The most popular form used by international investors for registering Belize IBC is private limited company. The IBC act prohibits Belize IBC from:
- Carrying on business with persons residing 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 prohibited in Belize.
Belize companies’ 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.
MEMORANDUM AND ARTICLES OF ASSOCIATION
A company is incorporated in Belize by application submitted to the Registrar of Companies. Memorandum and Articles of Association must be lodged with the Registrar. Memorandum specifies the activities in which the company may engage and Articles of Association specify the rules governing the internal management of the company.
A minimum of one shareholder is required which may be an individual or a corporate body. The details of company beneficial owners and shareholders are not part of the public records.
There is no specific minimum capital requirement. The standard authorized share capital is US$ 50,000. The minimum issued capital may be one share of no par value or one share of par value. Issued shares must be fully paid. Registered shares, bearer shares, shares of no par value, preference shares, redeemable shares and shares with or without voting rights are permitted.
Belize IBC requires a minimum of one director and corporate directors are permitted. Details of the directors do not appear on the public file. There is no requirement to have resident directors.
REGISTERED OFFICE, LOCAL AGENT OR SECRETARY
Belizean companies must maintain a registered office and registered agent within Belize who may be a corporate body or an individual resident of Belize.
The meetings of the directors and the shareholders need not be held in Belize; also there is no requirement for an Annual General Meeting. All meetings may be held outside Belize, by telephone or other electronic means. Alternatively, directors and shareholders may vote by proxy.
Usually it is 1 working day, but we need up to 10 working days for legalization of the documents and delivery by courier.
RECURRING AND MAINTENANCE FEE AS FROM 2ND YEAR
- Provision of registered office
- Provision of company Secretary/registered agent
- Payment of annual government fee
- Payment of the Government License Fees, provision of registered office, registered agent and company Secretary must be renewed by December 31 irrespective of the date of incorporation.