Physical Presence:

This requirement will allow companies to have the main management or head office of their companies located in Belize and therefore be able to be government by the Belize domestic laws.

Physical Presence and substance works together.

 

Substance Requirements:

The substance requires varies by the type of business the company is engaged or will be offering.  The IFSC considers whether the company has substance in Belize through the physical presence level the company has and controls or through the level of its management agent services it utilizes.

 

The following substance requirements are considered:

  • Shall have 2 full time staff (1 CEO) and 1 director resident in Belize.
  • Shall maintain or keeps at all times at the office in Belize or (the registered office) its accounting and all other corporate records of the business in Belize (can be held in digital format).
  • Have audited financials prepared by reputable auditor or auditing firm.
  • Provides for all meetings of directors to be held in Belize or where the local Belize director or all directors are in attendance at all times.

 

The Company must meet, at all times, the following additional pre-defined substance requirements:

  • carry out its core income generating activities in, or from, Belize:
  • employing suitable persons to carry out the activities.
  • Having the business done in or from Belize proportionate to the core activities of the company can be administered by a Management Agent in Belize

 

 Additional requirements:

  • carry out its core income generating activities in or from Belize: this could be having the management being done from Belize.
  • Records keeping in Belize.

 

Taxation

  • Effective as from 2019, the current tax free status of Belize companies will be abolished.
  • There will be a corporate tax (the percentage and how it will be calculated with be provided by June, 2019.
  • There will be some different source types of income that will be exempted.

 

Transitional Period for existing companies
Belize company formation
issue date
Grandfathering
On or before 16 October 2017Grandfathered up to 30 June 2021
After 16 October 2017Grandfathered up to 31 December 2018
Belize company License
Issue date
Compliance due date
All Financial licenses issuedDecember, 2019

GENERAL

Type of the companyBelize – International company
Common law or civil lawCommon Law
Readymade company availableYes
LegislationsBelize Companies Act 270 and the Financial Services Act

DIRECTORS 

Minimum number of resident Directors1
Corporate directors permissibleyes
Publicly accessible records of directorsNo
Location of directors meetingsIn Belize or from Belize
SHAREHOLDERS (MEMBERS)
Minimum number of shareholders1
Corporate shareholders permissibleYes
Local shareholder requirementNo
Location of shareholders meetingsAllowed to be held by proxy
Publicly accessible records of shareholdersNo
BENEFICIAL OWNERS 
Publicly accessible records of beneficial ownersNo
Shares may be held by a nominee on behalf of beneficial owner customerYes
COMPANY SECRETARY
Appointment of Company SecretaryYes

SHARE CAPITAL 

Standard currencyUSD, GBP, Euros
Permitted currenciesUSD, GBD Euros
Registered sharesRegistered Shares only
ACCOUNTS AND RETURNS
Requirement to file annual AccountsYes, within 6 months of financial year end
Audit requirementYes
Publicly accessible AccountsNo
Requirement to file annual company returnNo
Requirement to file income tax returnYes
OTHER
Migration/redomiciliation of companies to or from MauritiusYes
Double taxation treaty accessBelize has an extensive double taxation avoidance treaty network with 40+ countries
Requirementregistered office and  Registered Agent in Belize
Trading restrictionsif duly licensed by the Belize authorities, a Belize company may carry on the business of banking, insurance, reinsurance, fund administration etc.
PowersA Belize company has the same powers as a natural person, including the right to sue and be sued. It is a separate legal entity with limited liability and has perpetual existence
Name restrictions:it is prohibited (or requires requisite license) for a Belize company name to contain words such as “Bank”, “Trust”, “Building Society”, “Insurance”, or which suggest the patronage of any Government. It is prohibited to use a name already in use.
Language of name:while normally in English, a Belize company  name can be in any language, but must be accompanied by an approved translation in English.