A duly incorporated limited liability company constitutes a separate legal entity and may sue and can be sued in its own name. Limited Liability Company may take the form of a private company either limited by shares or by personal guarantee of its members or public company. By far the most usual form that businessmen and/or corporations prefer is the private company limited by shares.
Gibraltar companies must use the suffix Limited or Ltd. to denote limited liability and can use any name unless it includes words such as Empire, Crown, Imperial, Windsor, Royal, Chartered or Municipal. Special consent is required for names such as European, Gibraltar or International.
MEMORANDUM AND ARTICLES OF ASSOCIATION
To register a limited liability company, Memorandum and Articles of Association must be prepared by a licensed law practitioner and filed at the Office of the Registrar of Companies. Memorandum specifies the activities in which the company may engage and Articles of Association specifies the rules governing the internal management of the company.
The number of shareholders in a private Limited Liability Company may be from 1 to 50. In the case where there is a sole shareholder, who may be corporate or individual, the Memorandum and Articles of Association should include a special provision stating that there is only one shareholder in the company. Details of shareholders appear on the public file but anonymity can be preserved by the use of nominee shareholders. Bearer shares cannot be issued.
Gibraltar Limited Liability Company may be registered with authorized share capital of 2,000 pounds, which is the maximum share capital that attracts the minimum capital duty.
The minimum number of directors is one, who may be corporate or individual. The full name, nationality, residential address and occupation together with copy of the passport are required. Details of the directors appear on the public file but anonymity can be preserved by the use of nominee directors.
REGISTERED OFFICE AND COMPANY SECRETARY
Every company, registered in Gibraltar is required to have a registered office and address in Gibraltar, which should be notified at the Registrar`s Office. It is also practical that a Gibraltar resident company secretary is appointed.
Company meetings need not be held in Gibraltar.
3-7 working days.
RECURRING MAINTENANCE FEES AS FROM 2ND YEAR
- Provision of registered office
- Provision of company Secretary
- Preparing and submitting of Annual Return
- Payment of Annual Compliance fee (Not included in the annual maintenance fee. The cost of this service will be $250 per annum)