The following table is intended to provide a quick high level comparison of the different company law requirements applicable to the incorporation and operation of companies in a number of offshore jurisdictions. The table does not deal with every type of entity which is available in each jurisdiction and is not intended to provide an exhaustive list of all the factors to be taken into account when considering in which jurisdiction to incorporate a company.
Please note that only brief summary details have been provided in respect of each factor from publicly available information and the law is subject to change. We would advise clients to take specific legal advice in any relevant jurisdiction in respect of their own circumstances before incorporating or re-locating a company.
The table does not include details of any regulatory requirements which may need to be complied with depending upon the specific activities of the company in question.
Isle of Man (Companies Act 2006) |
Isle of Man (Companies Acts 1931-2004) |
British Virgin Islands |
Jersey |
Guernsey |
|
Time Zone |
GMT |
GMT |
GMT— 4 hours |
GMT |
GMT |
Government Incorporation Fees |
Flat fee of £190 |
Minimum fee of £190 |
Minimum fee of $350 |
Minimum fee of £200 |
Minimum fee of £100 |
Annual government fees |
£320 for filing an annual return |
£320 for filing an annual return |
Minimum fee of $350 |
£150 for filing an annual return |
£500 for annual validation |
Companies legislation compared |
Isle of Man Companies Act 2006 |
Isle of Man Companies Acts 1931-2004 |
The BVI Business Companies Act, 2004 (as amended) |
Companies (Jersey) Law 1991, as amended |
Companies (Guernsey) Law 2008, as amended |
Tax rates |
Basic rate of corporate income tax is 0%. |
Basic rate of corporate income tax is 0%. |
Companies incorporated under The BVI Business Companies Act, 2004 (as amended) are exempt from all provisions of the BVI Income Tax Act |
Basic rate of corporate income tax is 0% |
Basic rate of corporate income tax is 0% |
Who can incorporate a company? |
An Isle of Man registered agent |
A person resident in the Isle of Man—usually a licensed corporate service provider |
A BVI registered Agent |
Entities authorised to conduct trust company business in Jersey |
A Guernsey licensed corporate service provider |
Any government consents required for incorporation? |
No |
No |
No |
Yes—requires identity of beneficial owners and proposed activity of company to be disclosed on a confidential basis |
No |
Local agent required? |
Yes |
Yes |
Yes |
Yes |
Yes |
Any financial assistance prohibition? |
No |
Yes |
No |
No |
No |
Minimum number of directors |
1 |
2 |
1 |
Private Co: 1 |
1 |
Corporate directors permitted? |
Yes—subject to restrictions |
No |
Yes |
Yes—subject to restrictions |
Yes |
Requirement for local director? |
No |
No |
No |
No |
No |
Requirement for a company secretary |
No |
Yes |
No |
Yes |
No |
Minimum number of shareholders |
1 |
Private Co limited by shares or by guarantee: 1 |
1 |
Private Co: 1 |
1 |
Need for local shareholders? |
No |
No |
No |
No |
No |
AGMs required? |
No |
Yes |
No |
No, provided all members agree |
Generally no, provided a majority of at least 90% of members present and voting agree |
Need for local meetings? |
No |
No |
No |
No |
No |
Bearers shares permitted? |
No |
No |
Yes—subject to Restrictions |
No |
No |
Reduction of share capital permitted? |
Yes |
Requires sanction of the court |
Yes |
Yes |
Yes |
Public and Private Companies? |
No distinction |
Yes |
No distinction |
Yes |
No distinction |
Statutory Prospectus requirements? |
No prescriptive requirements |
Yes—prescriptive requirements |
No |
Yes—prescriptive requirements |
No prescriptive requirements |
Any regulatory consents required for a public offer of shares by a company? |
No Isle of Man regulatory consents required |
No Isle of Man regulatory consents required |
No BVI regulatory consents required |
Regulatory consent to circulation of prospectus is required |
Regulatory consent to circulation of prospectus is required |
Annual accounts required? |
No |
Yes |
No |
Yes |
Yes |
Any audit requirements? |
None imposed by Companies Act 2006 |
Yes—subject to exemptions for private companies |
None imposed by the BVI Business Companies Act, 2004 |
Private Co: generally, no |
Yes—subject to exemptions |
Need to file annual return? |
Yes |
Yes |
Generally, no |
Yes |
Yes—in the form of an annual validation |
Confidentiality of register of members |
Not open to public inspection |
Open to public inspection |
Not open to public inspection |
Open to public inspection |
Open to public inspection— provided for a proper purpose |
Need to file charges |
Yes |
Yes |
Yes |
No (except in relation to Jersey real property |
No (except in relation to Guernsey real property) |
Transfer of Domicile Procedures? |
Yes |
Yes |
Yes |
Yes |
Yes |
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.