Gambia Offshore Company (IBC)

UPDATED: The Gambia IBC is longer a function corporate entity. The government of Gambia along with the corporate registry no longer are incoporating Gambia IBCs

For other simiilar jurisdictions please see:

• Seychelles IBC
• Mauritius GBC

Overview of a Gambia International Business Company (IBC)

The Gambia is a small country in West Africa that offers a growing number of international offshore company formation opportunities in a rapidly expanding financial market. The Gambia passed the Business Enterprise Regulations in 2013, and has quickly become a popular offshore jurisdiction because of its fast incorporation process, simple corporate requirements, and flexible structure.

A Gambian International Business Company (IBC), known as a Global Business Company (GBC2) is a private limited company that may be owned by an individual or corporate entity and benefits. A prominent feature of a Gambian company is that it is free from having to pay corporate taxes on all foreign-sourced income.

The country has a stable economic and political environment together with a robust corporate legal framework with both tight anti-money laundering and due diligence policies. Furthermore, the country’s offshore financial market is integrated within their onshore formation structure, which helps to formalize the appearance of the offshore industry.

The Gambia is not blacklisted by any international financial agency and is quickly becoming the fastest-growing offshore financial centre in Africa.The Gambia is an English speaking country with a well-established democracy based upon an English Common law legal system that boasts of low crime, a booming tourist economy that is known for its sandy beaches, and its relaxed and safe environment.

While The Gambia does provide an attractive option to form an offshore company having a non-resident company in West Africa, in a country that is known to have few restrictions will make it very difficult to open bank accounts or payment processes in any areas outside of the region. 

The last half a decade has made it much more difficult to open accounts in parts of the world while having financial accounts in another. For that reason, we recommend our clients, unless they are invested in the region to find a jurisdiction that is easier to set up accounts and payment processing ( ex. Cyprus, Panama, Singapore).

For more information on the Gambia as an Offshore Jurisdiction click here.

Table of Contents:

• Overview of a Gambia International Business Company (IBC)
• Advantages & Top Uses of a Gambia IBC
• Advantages
• Top Uses
• Key Corporate Features
• Gambia Offshore Company Incorporation Packages
• Requirements for Incorporation
• Taxation
• Corporate Details

Advantages & Top Uses

Advantages

• Fast incorporation in one business day
• Administrative flexibility
• No tax on any foreign income
• Details of financial information are not made publicly available
• Shareholders, Directors and Beneficial owners information are confidential
• Gambia is not on any OECD or FATF blacklists
• Gambia is a member of a number of international and regional organizations including the UN and the African Union
• English is the official and most widely spoken language
• Gambia has not signed any tax information exchange agreements with any country
• Complete confidentiality is guaranteed
• Non-disclosure of financial details
• No requirements to submit financial accounts
• No auditing requirements
• Single-member ownership is available
• Nominee services are allowed
• Minimal incorporation requirements
• No personal details of any Director or Shareholder is required to be submitted to the Registry
• There are no on-going requirements that must be fulfilled by a Gambian IBC

Top Uses

• International Trade
• International Commerce
• Banking or insurance licenses
• Intellectual property rights Holding Company
• Forex trading

Key Corporate Features

Company Incorporation Packages

Includes:

1. Government Registration Fee (First year)
2. Registered Office Address (First year)
3. Registered Agent Services (First year)
4. Company Secretarial Maintenance
5. Certificate of Incorporation
6. Memo & Articles of Association
7. Appointment of 1st Directors
8. Consent Actions of the BOD
9. Share Certificates
10. Register of Directors
11. Register of Officers
12. Register of Shareholders
13. FREE Phone and/or email consultations

Requirements for Incorporation

To establish a Gambian IBC, a company must supply its Articles of Association and certificate of corporation and submit it to the Company Register. It is not required that details regarding the Directors or Shareholders be submitted to the Register and no other personal information is required to incorporate a company.

Taxation

All foreign income derived from outside of Gambia is exempt from all local taxes. IBC’s enjoy complete freedom from Gambian taxation on all revenue outside the jurisdiction. This includes but is not limited to:

• No capital gains tax
• No inheritance tax
• No corporate tax
• No dividends tax
• No withholding tax
• No death tax
• No income tax

Corporate Details

Anonymity, Confidentiality and Disclosure

All information related to Shareholders, Directors and Beneficial Owners are not made publicly available. Only a shareholder register is required to be held in the locally registered office, though it is not submitted to the Company Register. No information is disclosed to the public and details of the beneficial owner and directors are held confidential. Nominee directors and shareholders are available.

Company Shares

A Gambian IBC may issues registered shares, shared of no par value, bearer shares, redeemable shares, preference shares, and shares with or without voting rights.

Required Capital

A Gambian IBC has no minimum required capital, with a standard authorization of USD 10,000. Share capital may be issued in any currency and may use more than one currency. An IBC may issue shares at the discretion of the Director and shares may be issued in exchange for services, physical property etc…

Financial Statements required

No financial statements are required to be submitted from an offshore company, however, abbreviated accounts must be made, though they can be kept anywhere in the world. 
Directors

Only one Director is necessary to incorporate a Gambian IBC. The Director may be from any nationality and resident in any country as well as an individual or body corporate. Sole member ownership is allowed. Information and details of directors are confidential and are not disclosed to the public.

Company Secretary

A Gambian IBC is not required to appoint a company secretary

Company Meetings

No company meetings are required

Principal Corporate Legislation

Business Enterprise Regulations 2013

Type of Law

English Common Law

Shareholders

Only one shareholder is required to incorporate a Gambian IBC. A shareholder may be a resident of any country and of any nationality. The Director and the Shareholder can be the same person. Corporate shareholders are allowed. All shareholder information is confidential and is not disclosed to the public or the Company Registry. A registry of all shareholders must be kept at the local registered office.

Trading Restrictions

A company must seek appropriate approval if it engages in business activities related to banking, insurance, trust management etc…A company is restricted from conducting business within Gambia unless it becomes a tax resident. All local sourced revenue is subjected to local taxation laws.

Exchange Controls

There are no exchange controls in Gambia

Powers of the Company

A Gambian IBC has the same rights and powers as a natural person

Language of legislation and Corporate Documents

A Company’s corporate documents may be in any language provided that they have an English translation.

Registered Office required

A local registered office s required for a Gambia IBC

Local Presence

No local presence is required in Gambia, though a register of the shareholders must be kept in the registered office in Gambia

Audit Requirements

There are no requirements for a company to submit audited accounts

Annual Reporting

There are not annual reporting requirements for a Gambian IBC

Shelf Companies available

Yes

Time required to form an offshore company

1 Business Day

Name Restrictions

A Company cannot use a name that is similar to or identical to a company name that is already used.

Language of Name

A Company name may be in any language using any foreign alphabet

Names of Company requiring a special licence or permission

The following company names are required to receive a special licence and/or approval: assurance, bank, building society, chamber of commerce, chartered, foundation, guarantee, hospital, indemnity, insurance, medical, reinsurance, savings, trust, trustee, underwriting, university, and any country name.

Permitted limited liability suffixes

A Gambian IBC may use any number of suffixes including that must indicate limited liability: Ltd, Corp, Plc, or similar abbreviation in any language

Access to Double Tax Treaties

Gambia has signed several double taxation treaties with Britain, Sweden, Norway, Switzerland, and Taiwan, though a company has access to the double taxation treaties only if it is taxed as a local resident.

Minimum Annual Government Tax

USD 100

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