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Cook Islands Offshore Company Formation

The offshore jurisdiction and tax haven of Cook Island have legislation in place which supports the offshore formation of Limited Liability Companies and International offshore companies. Both offshore business entities can be used for business in countries around the world and are known to provide asset protection for clients. The offshore tax haven of Cook Island has an extremely good reputation as a tax haven.

In the tax haven of Cook Islands the offshore formation of companies is regulated by the Financial Supervisory Commission (FSC). This body is responsible for using license and registering financial entities in the Cook Island. Other functions of the FSU include working close with the government to improve on the services begin offered in the jurisdiction and help financial institutions incorporated in the jurisdiction to promote good business ideals and practices. The Financial Supervisory Commission came into being in 2003; it replaced the now extinct Offshore Financial Services Commission.

The offshore company formation of International Companies is regulated by the Cook Island International Companies act which was first passed in 1981 and has been amended many times over the years and as recent as 2006. Offshore company formation in Cook Island is done with the aim of carrying on business outside of the offshore jurisdiction of Cook Island. For offshore company registration a trust company or one or more persons can act as the subscribers for the company. Every international offshore company incorporated in the jurisdiction must have a registered agent working on its behalf. The necessary documents for offshore company format5ion are submitted to the Registrar of Companies in the tax haven. Documents to be filed include a Memorandum of Association and Articles of Association. The following is some of the standard information required by the Registrar of Companies to complete the process of offshore company formation:

  • The proposed name of the international company
  • The registered address of the corporation
  • The names and addresses of the subscribers of the company
  • The name and address of the registered agent
  • State if the company is limited by shares, guarantee or both
  • State if is a limited company
  • State if the offshore company is an unlimited company
  • State if the offshore corporation is a mutual company
  • If shares are to be issued the number and classes of shares which will be issued
  • The objectives of the company must be stated
  • The by – laws of the company.

Offshore Companies in the offshore tax haven of will not be incorporated if the names have already been used for offshore company formation in the jurisdiction. The names of offshore companies in the jurisdiction must not be offensive. When forming offshore international companies one of the following words or abbreviations must be included in the company name which is an indication as to the type of company being incorporated; Limited, Corporation, Incorporated, Sociedad Anonima, Société Anonyme, Berhad and Public Limited Company among others.

For the formation of an offshore company in Cook Island there is no minimum authorized share capital. An international offshore company in Cook Island can be formed using one or more of the following types of shares; redeemable shares, preference shares, shares with and without par value and shares with voting rights and no voting rights.

When forming an offshore company a total of one director and one shareholder are needed in the tax haven of Cook Island. The director of the offshore company can be a corporation or individual of any nationality. The shareholder can also be of any nationality. The shareholder of the Cook Island offshore company can be a corporate body or an individual. Offshore companies incorporate in the tax haven of Cook Island have many benefits which include no taxes on profits or other types of income earned outside of the jurisdiction. Offshore entities registered in Cooks Island are provided privacy by legislation. Offshore companies are not obligated to submit its books or financial statements to the authorities in the offshore tax haven.

The legislation which governs and monitors the formations of Cook Island Limited Liability Companies (LLCs) is the Cook Islands Limited Liability Company Act which was approved and passed in 2003. Like the international business companies Cook Island LLCs are also supervised by the Financial Supervisory Commission. The offshore formation of Cook Island offshore LLC is carried out by the Registrar of Companies on the island. For offshore formation of a Limited Liability company a registered agent must be employed. The registered agent for an offshore LLC in Cook Island must be one of the trustee companies found in the offshore jurisdiction.

When forming a Limited Liability company in the offshore tax haven of Cook Island the name of the company must include the phrase Limited Liability Company or the abbreviation LLC. The name of the Cook Island LLC must not be similar to that of another company in the offshore jurisdiction. Offshore Limited Liability Companies incorporated in Cook Islands cannot include the following words as a part of the company’s name: Assurance, Insurance, Reinsurance and Annuity or any other word which might suggest that the LLC can carry out insurance business. A special license has to be granted by the Registrar of Companies before a Cook Island LLC can undertake such business operations.

For the offshore registration of a Cook Island Limited Liability Company a registered agent working on behalf of clients must submit to the Registrar of Companies a complete Articles of Organization with the following information;

  • The name of the limited liability company
  • The registered address of the limited liability company
  • The name and address of the registered agent
  • The length of time the limited liability company is expected to last for
  • The names and addresses of the members of the corporation

After the Registrar of Companies review the documents submitted a Certificate of Organization will be awarded to the offshore LLC making it a legal entity in the offshore jurisdiction. It is customary for the members of a limited liability company to establish a partnership agreement or operating agreement upon company formation. This document will outline the contributions of each member towards the partnership and the extent of their liability. The laws governing the day to day business operations, how the profits or losses of the company should be distributed among the members, the duty of each member can be stated in the document as well as information such as were the financial statement and books of the offshore corporation should be kept.

The contributions of the members of a Cook Island Limited Liability Company can be in the form of cash contributions, services or property. The members of the corporation must decide before offshore company formation the type of contribution which will be made. A Cook Island offshore Liability company can do business in any country in the world. The business entity is structured to provide its owners with maximum asset protection from creditors, foreign legislation and civil court cases.

The formation of offshore companies in the tax haven is a very easy process which does not require much time. The formation of an offshore company can be completed within the space of three (3) days. The offshore incorporation of a Cook Island Limited Liability Company takes about the same number of days. The formation of an offshore company in the tax has great benefits such as the reduction of taxes and asset protection among others. Offshore companies formed in the offshore tax haven are easy to maintain.