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Elena Kravchenko, 31.01.2018

What is redomiciliation of the offshore company?

What is a redomiciliation of an offshore company?

Under redomiciliation of an offshore company it is meant the transfer of the legal address of the company from one jurisdiction to another. At the same time, the organizational and legal form and corporate structure remain similar.

That is, redomiciliation of an offshore company implies the cessation of activities as a company registered in the previous jurisdiction, and the beginning of the company, registered in a new jurisdiction.

For what purposes the redomiciliation of an offshore company is needed?

Redomiciliation of a company (change of jurisdiction) will suit to those who are engaged in tax planning. At the same time, a jurisdiction with a more optimal tax climate is selected. New jurisdiction can be more respectable or offer convenient obtaining of the necessary licenses.

Also, redomiciliation is used when changing the key market, when it is necessary to develop new regions. Recently, cases of redomiciliation of an offshore companies have become increasingly more frequent due to the globalization of the exchange of tax information and the formation of "black" lists of offshore companies.

Under the condition of extremely negative changes in the country of registration (the beginning of military conflicts, a sharp and radical change in local legislation), an emergency (accelerated) redomiciliationmay be used.

What are the consequences of redomiciliation of an offshore company?

With the redomiciliation process, the name of a company, date of primary registration, a corporate account in bank (if the new state is admissible internal rules of bank) remains. The redomiciliated company retains its previous clientele, status and assets.

It should be noted that during redomiciliation, a change in the registration agent takes place, which may entail a change in the nominal service. But there is no need to worry, if necessary we will provide you with a new nominal service. Also, at your desire we will help to open a new bank account.

After successful re-registration of an offshore company and obtaining a certificate of redomiciliation (Certificate of Continuation), it is necessary to adapt the documentation and activities in accordance with the legislation and conditions of the new jurisdiction.

What is necessary for redomiciliation of an offshore company?

To perform a redomiciliation of an offshore company to another jurisdiction, firstly it is necessary to familiarize with the legitimate possibility of the company's redomiciliation as in the state where the company was incorporated, and in the state in which the company will be redomiciliated. On offshore territories, redomiciliation is usually permitted.

To review the company by the regulator of a new jurisdiction (for example, St. Vincent and the Grenadines), it is necessary to have the original of a Good Standing certificate, the company's statutory documents (apostilled copies) and documents for the beneficiary, director and shareholder. In some cases, for example, when a company from Belize is redomiciliating to the British Virgin Islands, it is also necessary for the local lawyer (in this case Belize) to conclude that this redomycil is possible.

In what cases the redomiciliation of a company is impossible?

Redomiciliation of an offshore company cannot be made if the company has arrears or imposed sanctions on it, if appointed as a bankruptcy administrator, when the company is liquidated (voluntarily or forced) or declaring it bankrupt. Also, the mandatory condition of Good Standing (timely extension of the company and maintenance of permissible activities) is necessary, otherwise, redomiciliation will be impossible.

At first glance, the company's redomiciliation seems to be a complex process, but with our team of professionals itwill be quick and easy. We will select the most optimal jurisdiction for your business and assume all the organizational aspects of redomiciliation.

For over five years we have been advising our clients in the field of corporate law, international tax planning, finance, international licensing and integrated business support in more than 40 countries.

We will be glad to assist you.

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