Foreign Company
A foreign company, termed in Gibraltar’s legislation as an ‘overseas company’, can be registered under Part XII of the Companies Act as having a presence in Gibraltar either by registering a branch or by registering a place of business.
A branch is a more substantial presence than a place of business and provides the opportunity to engage in trading activity with customers or provide post-sales support. A branch is a part of your company and therefore does not have a separate legal existence in Gibraltar, but it is subject to tax in Gibraltar.
Registering a place of business is generally more appropriate for non-trading entities that have no selling activity in Gibraltar. An entity with a non-trading office in Gibraltar must establish a place of business. A place of business is a contact point for your company, or a non-trading branch of your company.
Overseas companies must, within one month of establishing a place of business in Gibraltar, deliver to the Registrar for registration:
- A certified copy of the company’s constitutional documents – charter, statute, memorandum and articles of association – with a certified translation in English if the original is in a language other than English.
- A list of the directors of the company.
- The names and addresses of a person(s) resident in Gibraltar authorised to accept on behalf of the company service of process and any notices required to be served on the company.
The foreign company can then be registered using its corporate name (its name under the law of the country of incorporation), or an alternative name under which it proposes to carry on business in Gibraltar.
Re-domiciliation of Companies in Gibraltar
Foreign companies that are incorporated outside Gibraltar may also be re-domiciled in Gibraltar. Once a company is re-domiciled in Gibraltar it legally becomes a Gibraltar company.
The advantage of re-domiciling a company is that there is no need to transfer its assets, which can involve major expense, as would be the case if a new company was established in Gibraltar.
A distinction is made between a foreign company doing business in Gibraltar and a re-domiciled company. A foreign company doing business in Gibraltar and registered under Part XII of the Companies Act, will always remain a foreign company.
Corporate tax
Gibraltar companies pay a low standard rate of corporation tax – 15% of profits – but are taxed on a territorial basis, such that only income that is “accrued in and derived in Gibraltar” is taxed in Gibraltar.
Therefore, a company that is resident in Gibraltar, but derives all profits from outside the jurisdiction, will not be liable to pay tax on this income. Gibraltar does not levy VAT, inheritance or estate tax, capital gains tax, wealth tax or gift tax, or capital transfer taxes
Sovereign Corporate Services
You will need to appoint a local registered agent or corporate service provider to handle the registration and ongoing compliance requirements. Sovereign offers a comprehensive range of services designed to support businesses at every stage of their journey.
In addition to our company registration and domiciliary services, we can offer in-house bookkeeping, accounting and HR services to clients. Sovereign Tax Services, our Gibraltar-based tax advisory and tax compliance firm, also specialises in Gibraltar taxation and provides tax support to individuals and companies, both resident and non-resident.
Explore Corporate Services in Gibraltar
Please contact us if you have any questions or queries and your local representative will be in touch with you as soon as possible.
