Anguilla is situated in the North-eastern Caribbean Sea, in the West Indies, 200 miles east of Puerto Rico. It covers an area of 102
square kilometres. The total population of Anguilla is 12,446, being predominantly Afro-Caribbean. The island’s capital is the Valley. English is the language of Anguilla. Anguilla has a literacy
of 95 %.
Anguilla was discovered by Columbus in 1493 and was named by the French for its resemblance to an anguille or eel - it is 26km long and no wider than 4,5km. Anguilla became an English colony in 1650, and in 1882 was joined to St Christopher and Nevis in a joint Crown Colony. The three islands became an associated state on 27 February 1967, but following a referendum Anguilla declared her independence on 30 May that year. Anguilla was restored to direct British control by the Anguilla Act of 27 July 1971.
Currently Anguilla enjoys the status of being a British Dependent Territory. The political system is based on the British Westminster Model with Queen Elizabeth II,
represented by a Governor General, as titular Head of State. The Governor presides over the executive council and is responsible for defence, external affairs, internal security, the public service and offshore finance. The Executive Council consists of the Governor, the Chief Minister and not more than three other ministers appointed by the Governor from elected members of the House of Assembly, together with the Attorney General and the Deputy Governor. The House of Assembly is elected for five years, and consists of seven elected members, the Attorney General, the Deputy Governor and two members nominated by the Governor.
The primary industries of the economy are tourism, financial services, boat building and fishing. The standard of living and the level of education are both quite high. The working population is approximately 4,000. Unemployment is non-existent. The currency of Anguilla is the East Caribbean dollar, which exchanges with the U.S. dollar at a rate that has remained fixed since 1976 of USD 1 = ECD 2.700.
The law of Anguilla is English common law, supplemented by local statutes enacted by the local House of Assembly (Constitution Order of 1982). According to the legislature, there are no taxes in Anguilla, no currency or exchange controls. Additionally, various statutes contain guarantees against the imposition of future taxes.
Incorporation in Anguilla
In Anguilla several different types of companies are available: the International Business Company, the Private Company (the Companies Ordinance 1994), Limited Liability Company (the LLC Ordinance), General Partnership, Limited Partnership (the Partnership Ordinance 1994) and other hybrids such as the Company Limited by Guarantee or a company limited by shares or Guarantee, as well as Banks and Trust Companies (the Offshore Banks and Trust Companies Ordinance, 1991). No offshore bank will be allowed to be formed or licensed to do business in Anguilla except it is a subsidiary or branch of a recognised, established bank from a well regulated jurisdiction.
The type of company for international trade and investment is International Business Company (IBC). An Anguillian IBC is registered under the International Business Companies Ordinance, 1994, as amended by the International Business Companies (Amendment) Ordinance 1998. Anguilla does not distinguish between local and offshore companies. All companies registered in Anguilla have the benefits of Anguilla's zero-tax situation.
Anguilla IBC is restricted from conducting business with persons resident on Anguilla, conducting banking or trust, insurance or reinsurance business, or the business of providing company management services without an appropriate licence.
Incorporation of an IBC
Incorporation of an Anguilla IBC can be performed via Internet. "Acorn" stands for "Anguillaґs Commercial Online Registration Network". The system allows licensed Company Managers and Trust Companies in Anguilla together with their approved overseas agents, to incorporate companies electronically. Users can also transact all other registry actives (and submit necessary documents) on-line. A Certificate of Registration is generated by the Registry computer in Anguilla, and is transmitted instantaneously from the Registry computer to the incorporator's computer.
The following words cannot be used either in English or any other language: Assurance, Bank, Building Society, Commonwealth, Co-operative Society, Fidelity, Friendly Society, Guarantee, Indemnity, Insurance, Re-insurance, Trust, Trustee, Underwriter, Royal, Imperial, Empire, Municipal and Chartered or any derivatives of any of those words without the written consent of the relevant department of the local government. The name of an IBC must indicate that the company is limited.
There is no minimum capital requirement. The normal authorised share capital is US$ 50,000 divided in to 50,000 shares of US$ 1 each, this being the maximum capital for the minimum fees for incorporation and annual fees. The minimum issued capital is one share. An IBC can issue par value shares, no par value shares and bearer shares (however bearer shares are not recommended). The minimum number of shareholders is one, which can be the only director of the company.
The minimum number of directors is one director. Shareholders, directors and other officers can be natural persons or bodies corporate and need not be residents of Anguilla. An IBC should also appoint a Secretary. The appointment of other officers is optional. An IBC must maintain a Registered Office and a Registered Agent in Anguilla.
Annual reports and payments
An Anguilla IBC is not required to file any statutory accounting or auditing records or reports in Anguilla. All companies must pay annual licence fee in the amount of USD 230 (minimum annual fee if the authorised capital does not exceed USD 50,000). Meetings of shareholders and directors can be held anywhere, by phone or other electronic means.
The Confidential Relationships Ordinance of 1981 makes it an offense punishable by a maximum fine of US$10,000 for anybody to reveal confidential information, including details of the owners and directors of an Anguillan IBC company. Attorneys, registered agents and banks require full disclosure of clients' names and backgrounds, but they will not disclose such information to any state institution or agency without a court order or similar obligation.
An offshore mutual fund is normally an investment company with investors from around the globe. Shares in the fund are sold to the general public pursuant to a prospectus or explanatory memorandum. The monies received by the fund are then pooled and invested by the fund managers for the benefit of the shareholders. Offshore funds do not normally pay dividends, so that the value or the fund shares should increase due to the retained profits being reinvested. Because of the complete absence of corporate taxes in Anguilla, the net profits, capital gains and dividends can normally be reinvested tax free.
There is no mutual funds legislation in Anguilla as yet, and thus there is no official legislative recognition of a mutual fund or fund manager. A Mutual Funds Act is going to be introduced in Anguilla this year. Once the Mutual Funds Act is in force, any Private Mutual Fund wishing to incorporate in Anguilla will have to be "recognised" under the Act before such incorporation could proceed.
Currently the most common way to identify a Mutual Fund is by the use of the word "Fund" in the title of the company. The Articles of Association and By Laws may be in a standard form with no restrictions on the purpose of the company. Another way Mutual Funds are identified is by the "Prospectus" issued by such Mutual Fund setting out the purpose and investment strategy of the Mutual Fund.
Until the Act is in force, the Director of Financial Services in Anguilla is willing to certify that a mutual fund or management company has been approved by his department to conduct such business before such incorporation is undertaken.
To obtain approval for the incorporation of the mutual fund certified copies of passports, bank, personal/professional references for proposed beneficial owners must be provided.
For approval for the incorporation of a management company a statement of the financial and human resources and administrative facilities available to the proposed management company for the competent and efficient conduct of its business, as well as evidence that the management company has/will appoint a duly qualified auditor must be provided.
Once the requested documents are received, application for approval and incorporation of the aforementioned companies (subject to approval) will be accomplished within seven (7) working days.