A. THE CHOICE OF COMPANY NAME
Certain restrictions apply to company names; the name must include "Limited".
If initials are used in the company name, the regulatory authorities want to know their exact significance.
Names which refer to "Bank" or "Crown" or which are similar to any company name that already exists cannot be used.
If foreign words are used in the name the authorities may request a translation before approval.
We can normally obtain preliminary approval of a name in one day.
B. PURPOSE OF THE COMPANY
The purpose of the company will be unlimited to non-regulated activity unless you decide to specify as such (boat ownership, property management).
The company's principle activities must be disclosed to the authorities before formation.
C. ISSUED CAPITAL
- The authorised issued capital must be expressed at formation (the maximum number of parts which may be published by the company).
The structure of the authorised standard capital is £10,000.00, if you require more capital there will be additional registration costs.
The authorised issued capital does not need to be expressed in pounds sterling.
This may be increased later by a special resolution from the shareholders.
- The nominal value of shares is normally £1.00.
- Only one share can be freed and published.
D. DIRECTOR (MANAGING) SECRETARY AND HEAD OFFICE
The company must have a head office and a secretary in Alderney.
The number of "directors" is unlimited; they may also be a company.
E. DIRECTOR'S (MANAGING ) RESPONSIBILITIES
As indicated in the legal information published by Guernsey's Commission for Financial Services.
The director's (Managing) must:
- Understand and act in accordance with their legal functions and the company's constitution, as well as seeking necessary advice for their management.
- Guarantee that the board of directors has effective control of the company
- Manage the company as a legal person separate from the shareholders, directors and others while avoiding conflicts of interest in accordance with the "Company's articles of association".
- Know the identity of the company's owners (without exception where the company's shares are on the stock exchange).
- Be fully aware of the company's current affairs and financial situation.
- Guarantee that the company maintains appropriate accounts and registers them, observes the minimum retention periods by virtue of the applicable laws and completes the annual accounts.
- Guarantee that the company conforms to the guidance notes on the prevention of money laundering and that they will alert (guarantee that the company will alert) the financial research unit of any suspicions they have that the funds or investments are derived from or used in connection with criminal activities.
- Consider resigning if they believe that the company is used for illegal ends, or if they do not respect the law.
- Guarantee that they have the necessary experience and resources allowing them to assume their responsibilities as directors (Managing).
- Guarantee that the basis of their payment is agreeable and officially recorded.
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- Fully cooperate with any authority having rights to information on the company's activities.
- Not absolve themselves of their responsibilities by stating that they do not manage certain activities or that they were delegated to others.
F. ECONOMIC BENEFICIARY
Each person who will own all or part of the company's issued capital must be identified.
This information will only be made available to the agent and the Commission for financial services.
The services of "Nominee Shareholders" are available in order to preserve the identity of the owner on the public registers.
G. PROFESSIONAL REFERENCE
All clients will be asked for a professional reference.
H. BANKS
It is possible to open company accounts in the "Channel Islands" or elsewhere.
The bank will demand certification of identification for the signatories (certified copy of passport, recent proof of address, bank and/or professional reference).
I. CONFIDENTIALITY
- Alderney companies are under the general supervision of Guernsey's Commission for Financial Services as well as the "Alderney Registrar of Companies".
- The commission receives information on the shareholders but this is not made public.
- The only information which is available to the public is that registered on the companies' register which will include, "the memorandum and the articles of association", the issued capital, the names and addresses of the directors and the registered shareholders.
- Anonymity may be increased by the use of Nominee Directors or Shareholders
- The reasons why this information is revealed to the Commission for Financial Services are to avoid the companies being held by persons of dubious morality
- This should not particularly concern those persons who are honest but should, on the contrary, be viewed as a level of the respectability of all companies incorporated on Alderney
- This transmission of information does not in any way delay the formation of the company, which may be formed in 1 day if necessary.
J. INTERNATIONAL COMPANY
This type of company includes a trading activity, the following indications are mandatory:
- Which countries this trading will be performed with.
- The experience of the managers in this type of activity.
A company which is incorporated on Alderney and which is owned by a non-resident may be used for international trading activities which produce revenue which is exclusively obtained outside of Alderney; this type of company may be given the status of "International Company". In order to qualify as an "International Company", certain conditions must be fulfilled:
A resident of Alderney cannot have an interest in the company (unless this resident is a company from Alderney and is held by non-residents).
The information relating to the economic beneficiaries must be listed with Guernsey's Commission for Financial Services.
K. THE STATUS "TAX EXEMPT"
A company which is tax exempt is a company which is managed outside of the territorial competence of the dependant islands of Guernsey and Alderney, with the exception of their administration.
The annual axes for a tax exempt company are £600.00. The annual exemption fees are £600.00.
For all other companies tax is 20% of profits.
A tax exempt company does not have to create annual accounts.
L. SOCIETE RESIDENTE
All companies which are resident on Alderney are subject to income tax on all profits.
A company which is incorporated on Alderney is treated as resident; therefore it is subject to income tax at the standard rate of 20%.
However, the company may ask to qualify as a "tax exempt" company or as an "international" company.
M. TAXES
Alderney has a reciprocal agreement with Jersey and the United Kingdom
In Alderney:
- NO VAT.
- NO tax on capital.
- NO death duties.
- NO tax on tax exempt companies.
- A moderated tax of 20% on "resident" companies.
- A personal tax of 20% on resident's incomes.
N. ALDERNEY'S FUTURE TAXATION STRATEGY
The rate of taxation on company profits will be reduced to 0 % from 2008.
The profits of certain companies authorised by the Guernsey's Commission for financial services, for example the banks, the trusts, the insurance companies and the asset management companies, will be taxed at 10%.
The specific statutes of the "tax exempt company" and the "international company" are effective from 1 January 2008, after which all companies will be subject to the rate of 0% or 10%, as appropriate.
The current situation is for the new structure of company tax to be applied from 2008. However, the synchronisation and the exact details will depend on pressure from competitors and on international standards. For example, the international competition may strive for a quicker completion date.
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