The Bahamas International Business Company (IBC) was introduced in 2000 as a vehicle to facilitate the undertaking of legitimate business anywhere in the world, whether serving as a holding company, trading company, a private investment vehicle, insurance company for non-domestic business, or as part of a more complex structure involving a trust, foundation or other corporate elements. Incorporation can take as little as 24-hours.
For the purposes of the exchange control regulations, persons, firms and companies are categorised as ‘resident’ and ‘non-resident’. Entities conducting business in the Bahamas or with Bahamian residents are generally regarded as resident. Entities conducting business exclusively overseas are considered non-resident and are not subject to exchange controls.
In line with international standards, an IBC is required to have a licensed Registered Agent and must maintain a registered office in The Bahamas. Copies of the Articles and Memorandum of Association, the Register of Directors and Officers and the Share Register must be kept at the Registered Office. There is no public filing of the Register of shareholders and there is no requirement to file an annual return.
A full suite of legal entities is also available, including:
- Companies Limited by Guarantee
- Segregated Accounts Company (SAC)
- Exempted Limited Partnerships
Sovereign provides ready-made or customised incorporation of all types of Bahamas companies. When incorporated, we provide a domiciliary service that includes the provision of company secretarial, registered office and nominee shareholder services. Full management services from our own licensed corporate directors are also available and highly advisable in most cases. Re-mailing services are available at modest cost for all companies established by Sovereign.
There is no requirement for IBCs to have Bahamas-resident directors, but Sovereign can provide directors if required.
Note: Ancillary services
In addition to providing incorporation, domicilary and management (directorship) services, a range of ancillary services at competitive prices is available on request. These include but are not limited to provision of dedicated telephone lines; office and personnel assistance; designated staff members (temporary or permanent availability); assistance with office relocation, introduction to real estate agents, government agencies and other third parties.
Bahamas Investment Funds
An investment fund is a recognised legal structure in the Bahamas that issues or has equity interests, the purpose or effect of which is the pooling of investor funds with the aim of spreading investment risks and achieving profits or gains from the acquisition, holding, management or disposal of investments.
The Investment Funds Act 2003, which coupled with a progressive approach to regulation and a reputation for quality administration positioned the Bahamas at the cutting edge of modern investment fund administration, recognises four classes of Funds:
- The Standard Fund, which anticipates an offering to the general public, is a highly regulated, modern investment vehicle designed to operate as a traditional collective investment scheme.
- The Professional Fund is a separate class designed for sophisticated investors and may be licensed by an authorised administrator (in addition to the SCB) thereby enabling faster time to launch.
- The SMART Fund is a ‘specific mandate alternative regulatory test’ fund suitable for innovative structuring of investment funds. The primary facility offered by the SMART Fund concept is an open architecture that allows practitioners to design innovative structures, like special purpose vehicles, without reference to inflexible regulatory criteria predefined in legislation.
- The Recognised Foreign Fund is an investment fund incorporated or established – and in good standing – in a prescribed jurisdiction.
The Act retained the ability of local fund administrators with an unrestricted licence (‘authorised administrator’) to license professional and SMART investment funds independently of the regulator. This ability to launch new funds based on the due diligence review of the authorised administrator is a significant advantage for the Bahamas.
The Bahamas Investment Condominium (ICON) is a structuring vehicle that can be licensed as a SMART Fund, Professional Fund or Standard Fund in the Bahamas. It is not a company, or a partnership or a trust. It is a pooling mechanism and operating instrument for investment funds. The structure is then licensed and fully regulated as an investment fund – using existing vehicles such as the IBC, Exempted Limited Partnership or Unit Trust.
* Sovereign’s fund services in the Bahamas are provided through our regulated associate firm Sterling (Bahamas) Limited.