Belize General Information BELIZE, formerly British Honduras, is an independent country located on the Caribbean coast of Central America and is bordered by Mexico to the North and Guatemala to the South and West. It has an area of approximately 9,000 square miles; 174 miles at its longest point and 68 miles at its widest point. The total population is estimated at 250,000. Though Belmopan is the administrative capital and the seat of government, Belize City is the major commercial centre which has around 60,000 inhabitants. For nearly 4,000 years, Belize formed the keystone of the empire of the ancient Maya who developed, what was for their time, the most advanced civilisation in the New World. It became a British Crown Colony in 1862 and achieved complete independence and self rule in 1981. The official language is English but Spanish is widely spoken and many Belizeans are bilingual in English and Spanish. The climate is sub-tropical with an average temperature of 80 F. Belize has a literacy factor of over 90%. The political system is based on the British Westminster Model with Queen Elizabeth II, represented by a Belizean Governor General, as titular Head of State. Executive authority is exercised by the cabinet under the leadership of the Prime Minister. Legislative authority vests in a 29 member House of Representatives elected by universal adult suffrage every five years. In addition there is an 8 member Senate with the majority appointed on the recommendation of the Prime Minister. There are two main political parties (the People’s United Party, ruling now, and the United Democratic Party). The country has a mixed economy in which tourism and export of agricultural (sugar, citrus, bananas) and marine (lobsters, shrimps) products play a major part. Belize is a member of the British Commonwealth, the United Nations, the Non-Aligned Movement, the IMF, the Organization of American States, and the World Bank. The local currency is Belize Dollar which is tied to the US Dollar with a fixed rate of BZ$2.00 = US$1.00. However, the US Dolar is an accepted currency within Belize. The law of Belize is derived from English common law, supplemented by local legislation. Incorporation in Belize To do business outside Belize, an International Business Company (IBC) is incorporated according to the Belize IBC Act of 1990. IBCs can be used for financial management, investment holding, ship or property ownership, share ownership of other companies, leasing of assets, licensing as well as general commercial trading. There are very few restrictions on the activities of a Belize IBC. At present, an IBC may not: carry on business with residents of Belize, own real estate in Belize, carry business as a bank or insurance/re-insurance company, agent or broker or operate as a mutual fund without the appropriate licence, as well as provide a registered office for other companies. All IBCs must maintain a Registered Agent and a Registered Office in Belize. Belize IBCs enjoy total exemption from all forms of local taxation including Stamp Duty. Incorporation of an IBC To incorporate an IBC, a Memorandum and Articles of Association must be signed by one or more natural or juridical persons, acting as Subscribers, and submitted to the Belize Authorities. The name of an IBC must contain one of the following words: Limited, Corporation, Incorporated, Society Anonyme, Sociedad Anonima or Aktiengesellschaft; or their usual abbreviations: Ltd., Corp., Inc., S.A., A.S. or AG. The name of an IBC cannot include any of the following words: Assurance, Bank, Building Society, Chamber of Commerce, Chartered, Cooperative, Imperial, Insurance, Municipal, Royal or Trust or any word conveying a similar meaning or which suggests the patronage of Her Majesty (or that of any member of the Royal Family) or a connection with the Government of Belize - except with the written approval of the Registrar. The usual authorized capital is USD $50,000, which insures payment of the minimum registration and annual fees. Only one subscriber and thereafter one shareholder (who could be corporate) is required. Bearer shares may be issued. Shares can be issued without par value. Shares are issued by a resolution of the board of Directors and must be fully paid. No accounts or information pertaining to the identity of shareholders or directors need be filed on public record. An IBC's Register of Shareholders is available for inspection only by shareholders or by order of the Belize Court at the request of a shareholder. Shareholders’ meetings are called by the directors, or by the holders of fifty percent or more of the outstanding shares, and may be held within or outside Belize. From July 1st 2001, due to some amendment to the regulations for conduct of offshore business, where the company issues bearer shares, the registered agent or a professional intermediary is required to keep custody of the bearer shares and a record of the beneficial owner of shares. Government fees for incorporation (and annual license fees) are as follows: $100 upon the registration (or annual continuation) by the Registrar of a company the authorised capital of which does not exceed $50,000 and all the shares of which have a par value; $1,000 upon the registration (or annual continuation) of a company the authorised capital of which exceeds $50,000; $350 if its authorised capital does not exceed $50,000 and some or all of its shares have no par value, or it has no authorized share capital and all its shares have no par value. Directors IBCs may have only one or more directors. Directors can be corporate and need not be resident in Belize. The First Directors are appointed by the Subscribers to the Memorandum and Articles of Association. The management of an International Business Company is conducted by the Board of Directors, which can grant a general power of attorney to any third party, without registering the same, in order to act on behalf of the Company. Meetings of directors may be held in any country, at any time, and directors may attend meetings by proxy. Annual reports and payments A Belize IBC is not required to file any statutory accounting or auditing records or reports in Belize. All companies whose names appear on the Registry on the 31st of December of any year must pay annual and registered agent/office fees before the 31st of July of the following year. Failure to pay the fee by the 31st of July will cause a penalty of 10% of the Fee if the payment is made thereafter. The Registry shall strike off the name of a Company if the annual fees have not been paid by the 31st of December. Winding up and dissolution To dissolve an IBC, it is necessary to issue a resolution of Dissolution adopted by the directors if the Company has never issued shares, or a shareholders’ Resolution if the Company has issued shares. BELIZE OFFSHORE BANKS Offshore banks are incorporated by virtue of the Offshore Bank Act of 1996. Incorporation of the holding company can be achieved within 48 hours. It takes about 90 days to prepare all documentation and secure banking license. Classes of Banks A Class "A" bank can conduct any type of banking operation without restriction. It can maintain subsidiary offices or branches in any part of the world. Minimum capital required is US$500,000. It must operate and maintain an office in Belize. The annual license fee for an “A” Class Offshore Banking license is USD 20,000.00. A Class "B" bank cannot solicit business from the general public. It can act as a treasury or a bank for an associated group of individuals or companies. Minimum capital required: US$200,000. It must operate and maintain an office in Belize and may transact only such offshore banking business as may be specified in the license. The annual license fee for a “B” Class Offshore Banking license is USD 15,000.00. A “B” class offshore banking license holder may not accept deposits from general public and issue a check book or provide current account facilities. Application to The Central Bank for license In the application for offshore banking license to the Central Bank of Belize, in the prescribed form, the applicant must: show that the applicant is a body corporate; give particulars of the names and addresses of its directors and shareholders; the management and shareholding structure of the company and the financial standing of the company; provide a detailed business plan; provide particulars of references, guarantors and other third parties; provide details of any overseas office, subsidiaries or affiliates; give the names and addresses of the external auditors of the company and their experience in auditing banks; a non-refundable fee of US$ 500.00; provide such other material as may be requested. Grant of License The processing of an application should take no less than sixty (60) days and a license, when granted, shall remain valid until it is revoked, subject to payment of the annual license fee. It shall be a condition of all licenses that the licensee: may not change its name without prior Central Bank of Belize approval; may not accept deposits from residents of Belize; may not open an office outside of Belize without prior Central Bank of Belize approval; must notify Central Bank of Belize when a person ceases to be a director. Taxation Offshore Banks pay no taxes in Belize. There are no forms of tax on the income, gains, profits, stamp duties or foreign exchange control. Shareholders A minimum of one shareholder is required and shares must be issued as registered. No details of the shareholders appear on the public file but a register of shareholders must be kept at the registered office address of the company in Belize. Directors Directors can be from any country but two directors must be Belizean, two must have prior banking experience. Annual Reporting A standard annual report must be submitted to the Central Bank. Monthly returns are also required. Confidentiality Generally, it is an offence to disclose information of a licensee and/or its customers. Information about the licensee or the customer may be disclosed by order of a Belize court or with the consent of the licensee or the customer, as the case may be; or by the Central Bank only as it may relate to large credit exposure in the consolidated supervision of a banking group.