Company Management

As licensed trust and company managers, the Acquarius Trust Group provides a full range of formation and administrative services for Gibraltar companies and Limited Liability Partnerships depending on your requirements – from simple incorporation to providing Directors’ services and accounting services.

Acquarius Trust Group has been incorporating and managing standard and bespoke special purpose vehicles (“SPV’S”) for over two decades and these include the popular Private Limited Company and Public Limited Company. Additionally since the introduction of the relevant recent legislation the limited liability partnership. We tailor make and manage the appropriate SPV for our client’s needs based on our experience and on advice from the clients’ advisor or from an approved advisor appointed by us for the client upon request to assist.

 

Formalities for a Private Limited Company in Gibraltar

A Gibraltar company can usually be incorporated within 3-5 working days upon name approval; where shelf companies are utilised these are ready to use within 24 hours and urgent same day incorporations are also available.

Governing legislation is the Gibraltar Companies Act 2014 providing a modern legal framework for all aspects of corporate formation, structure, management and winding up procedures.

 

Company Types Permitted in Gibraltar:

  • A company limited by shares (public or private)
  • A company limited by guarantee with or without share capital
  • An unlimited company, with or without share capital

Foreign companies may establish a branch office/place of business in Gibraltar by registration under Part X of the Companies Act.

The minimum number of shareholders is one. Corporate and nominee shareholders are permitted potentially enhancing shareholder confidentiality.

A sole director is permitted and may be resident in Gibraltar or elsewhere. Corporate directors are also permitted.

Minimum authorised share capital is £100 although the standard is £2,000. There is no maximum capitalisation.

A registered office must be maintained in Gibraltar where the Statutory Books are kept, although meetings of shareholders and directors may be held anywhere in the world. Private companies may dispense with the requirement to hold annual general meetings.

 

Statutory Obligations for a Private Limited Company in Gibraltar

A company is required to file annual returns to the Gibraltar Companies Registry (Companies House) in respect of:

  • The Company Name and Registered Number
  • The Registered Office.
  • Directors and Company Secretary.
  • Allotments or Transfer of Shares.
  • Main Activity

 

Nominee Shareholders do not necessarily need to be resident in Gibraltar

The identity of the Directors and Shareholders of Gibraltar companies must be filed at the Gibraltar Companies Registrar, which is a public as opposed to a confidential register, allowing for Control and Ownership to be easily verified

For more information here

Financial Accounts, Audit Requirements and Tax Returns

Under the EU 4th & 7th directive on company accounts, Gibraltar companies are required to file accounts at the Gibraltar Companies Registry relating to their chosen year-long fiscal period within 13 months from the chosen financial year end.

Companies in Gibraltar are only tax on profits generated from Assessable Income. Assessable Income is income that accrues and derives from activities that take place within Gibraltar.

All Companies are required to file a tax return with the Income Tax Office within 9 months from the chosen financial year end.

Companies with no Assessable Income are still required to file a tax return, however the accounting and audit requirements differ

 

Companies with Assessable Income

Assessable income < £1,250,000 – Accounts must be accompanied by an accountant’s report

Assessable income> £1,250,000 – Accounts must be accompanied by a statutory auditor’s report.

 

Companies with no Assessable Income

Small Companies (see table below) are not required to file audited accounts, and are able to file Balance Sheets signed by the Directors of the Company.

Medium and Large Companies must file accounts accompanied by a statutory auditor’s report.

Small Medium Large
Turnover < £10.2m < £36m > £36m
Gross Assets < £5.1m < £18m > £18m
Average Employees < 50 < 250 > 250

 

For more information, see Accountancy Services.

Getting the right advice on company formation & administration in Gibraltar can be challenging. Contact the Acquarius Trust Group to find out more about how we can help you meet those challenges.