Anguilla Business Company (ABC)
An Anguilla Business Company (ABC) has a unique advantage over a typical offshore company which can only do business outside of the jurisdiction it was formed in. The Anguilla ABC can conduct business within Anguilla’s borders and in other countries just like an offshore company. An ABC is a different legal entity than an Anguilla IBC or a LLC.
ABC’s are governed by The Anguilla Local Companies Act (ABC) of 2000. This law allows an ABC Company to do business within Anguilla and in other countries. The types of business activities conducted in Anguilla and in other countries can only be limited by its Articles of Incorporation.
Anguilla is an island located near the Leeward Islands in the Caribbean. While being a UK Overseas Territory, it is a self-sustained island nation with offshore structures and tourism as its main revenues.
An Anguilla Business Company (ABC) provides several benefits including:
• No Taxes: Anguilla does not impose corporate or income taxes on its ABC’s. However, U.S. citizens and others residing in countries who tax worldwide income must declare all income to their tax authorities.
• Privacy: Shareholders’ names are never included in any public records.
• Only One Shareholder: Anguilla only requires one shareholder to form an ABC.
• Only One Director: Only one director is required to manage an ABC in Anguilla.
• Fast Incorporation: Same day incorporation registration.
• No Minimum Capital: ABC’s are not required to have a minimum capital.
• Doctrine of Ultra Vires Not Applied: The Doctrine of Ultra Vires prevents corporations from exercising powers beyond their Charter or Articles of Incorporation. Anguilla abolished this doctrine.
• Ownership of Shares: Companies may acquire, purchase or own their own shares.
• U.S. Dollar: Although the official currency is the Eastern Caribbean Dollar, the United States Dollar is commonly used.
• Flexibility of where to conduct Business: An ABC Company can do business inside Anguilla and/or operate as an offshore corporation in other countries.
• Less Accounting and Record Keeping: An ABC company is exempt from some accounting and record keeping requirements.
• English: Its official language is English.
• No Foreign Currency Restrictions: There are no foreign currency exchange restrictions.
• Political Stability: As a British Overseas Territory, this Caribbean island country enjoys high political stability.
• British Common Law: Anguilla is a British common law territory.
The company name must be different from all other registered Anguilla company or corporate names.
Local ABC’s must include the following words: “Corporation” or “Incorporation” or the appropriate abbreviation in their names “Corp.” or “Inc.”.
Owners must be at least 18 years of age and never previously filed for bankruptcy. Companies must be incorporated using a local agent licensed and regulated by the Company Management Ordinance.
The filing requirements and necessary documents have been streamlined for faster incorporation. Same day incorporation registration is normal.
The only document filed is the Articles of Incorporation which must include:
• Company name;
• Company physical and mailing address;
• Share assignments and types of shares to be issued;
• Number of directors; and
• Declare whether the ABC is for profit or non-profit company.
Upon approval, the Registrar of Companies will issue a Certificate of Incorporation.
Only one shareholder is required. The shares of an ABC Company are considered part of the individual’s personal estate which can be transferred. Bearer shares are not allowed. Shareholders have equal rights to vote, share dividends, and equal distribution shares in the company’s assets. Different categories may be established which may change the rights of shareholders to vote, and other normal privileges. Shares can be paid with cash, properties, or services.
Directors and Officers
Only one director is required to manage the company which can be the sole shareholder.
ABC’s must maintain accounting and financial records including all assets, purchases, sales, and liabilities; failure to maintain such records is a criminal offense. The director must approve the records and sign a financial statement for the ABC. Inspection of all records must be provided to any agent or legal representative of a shareholder, as well as, the shareholder during normal working hours.
Registered Office and Agent
ABC’s must have a local address. However, only foreign companies registered to conduct business in Anguilla are required to have a local registered agent.
There is no required minimum capital for an ABC.
Annual General Meeting
ABC’s must hold an annual general meeting which can be held anywhere in the world. Meetings must be held within 15 months from the last meeting. Every shareholder must receive written notice of the time and location of each meeting at least seven (7) days prior to the meeting.
No taxes are imposed on Anguilla ABC’s, such as corporate, income, stamp duty, or business taxes. However, American taxpayers and everyone paying income taxes on their global income must declare all income to their tax agencies.
One of the main advantages of an ABC over that of other countries’ “local” companies is that an Anguilla ABC is exempt from many filing and reporting requirements of a public company. In addition, none of the shareholders’ names are ever included in the public records.
An ABC can be incorporated within one business day.
Shelf companies are available for purchase in Anguilla.
An Anguilla Business Company (ABC) has these benefits: no taxes, privacy, one shareholder, one director, no required minimum capital, fast one day registration, U.S. Dollar readily accepted, can do business inside and outside of Anguilla, and English is the official language.