Offshore terminology and definitions

Bearer Shares: A corporation is owned by its shareholders. In most onshore jurisdictions (such as the U.S., Canada, Great Britain, etc.) nearly every share a company issues or sells is registered with a government agency. Thus the name "registered shares". The government and other parties know who owns the shares of a corporation and what price the shares were bought or sold for. There is absolutely no privacy. However, offshore corporations issue bearer shares. The bearer (the holder, or the one with possession of) the share certificate(s) is the owner of the share(s). Only the bearer knows that he/she owns stock in an offshore corporation. Therefore, the ownership of an offshore corporation (IBC) remains private. Bearer shares may be bought, sold or exchanged in complete privacy. Download a sample bearer share

Return to top

Government Fees: Offshore jurisdictions charge a fee to incorporate each IBC. These fees are included in all IBC prices listed.

Return to top

International Business Corporation (IBC): An IBC is a corporation that is incorporated (formed) in an offshore jurisdiction and is typically authorized to do business anywhere in the world except its home country (i.e. an IBC formed in The Bahamas may do business anywhere in the world except The Bahamas). Just as with domestic corporations, the same person may act as the shareholder, board of directors, president, agent or as any other officer within the company. One person may act for the company; no one else need be included. An IBC can own property, automobiles, boats, business, bank accounts, etc. just like a domestic corporation can.

Return to top

Nominee Director Fees: Every IBC must have a Board of Directors. The Board may consist of one person or many people. For instance, the founder of the IBC may appoint himself/herself as the director and sole officer of the corporation. However, most IBC's are formed with a nominee director. The nominee may be, but does not have to be, an individual who works and/or resides in the country where the IBC was formed. The nominee may be used to sign (contracts, loans, etc.) for the IBC should the founder not want his/her signature to be connected with the corporation. The nominee director has no knowledge of the IBC's affairs or accounts, cannot control or influence the IBC and will not act unless instructed to by the founder. The fee for appointing a nominee director is included in all IBC prices listed.

Return to top

Offshore Jurisdiction: Some examples of well-known offshore jurisdictions are: The Bahamas, The British Virgin Islands, The Isle of Man, Belize, Antigua, The Turks and Caicos, Nevis and St. Kitts, Luxembourg, etc. A corporation formed in an offshore country is called and International Business Corporation (IBC). An IBC is the perfect tool for conducting business privately. Offshore companies (IBC's) are completely private; even the government of the country in which the company was formed does not know the identity of the founder(s), shareholder(s) or corporate officer(s) and therefore can never give such information away. Only the founder knows who else, if anyone, is in his/her company. For example, Jim Smith from Big Town forms ABC Inc. in Belize. The Belize government does not know that Jim Smith exists. The same would apply for an IBC formed in Nevis or the BVI. All that the Belizean government has on file is the status of ABC Inc. (i.e. if ABC's yearly government fee is paid then ABC is in "good standing"), the date ABC Inc. was formed, the name of the Nominee Director and the original bylaws authorizing the company to do business worldwide (most IBC's are prohibited from doing business, but not from banking, in their country of origin).

Return to top

Offshore Mail Forwarding Address: An offshore address is assigned to an IBC. Bank and brokerage statements and any other type of company mail may be sent to this address. The mail is picked up twice monthly and brought into the U.S. The IBC's mail will be put into a plain, brown envelope and mailed to the address of the client's choice. Only the domestic return address and the recipient's address appear on the envelope (the word "offshore" does not appear). Thus the discrete envelope arrives with the offshore mail inside. Using offshore mail forwarding insures that the wrong eyes will never view sensitive offshore mail.

Return to top

Offshore Trust: A trust that is formed in an offshore jurisdiction. A trust, in its simplest form, is an agreement whereby one party manages assets (shares, real estate, etc.) on behalf of another party or parties. A Trustee manages any assets owned by the trust on behalf of the Beneficiaries. An Advisor advises the Trustee as to the best use of the assets owned by the trust. A Protector may remove a Trustee if he/she is not managing the trust wisely and appoint another Trustee. An offshore trust may own the bearer shares of an IBC. However, the trust cannot influence or control the affairs or accounts of the IBC. Additionally, any knowledge that the Trustee, Protector or Advisor have of the IBC's business interests is protected by strict secrecy laws. Therefore, the IBC's affairs remain confidential.

Return to top

Registered Agent Fees: Offshore jurisdictions require that only a licensed, local professional or organization may order an IBC directly from the country's IBC formation office(s). The local professional or organization that forms a particular IBC is called the Registered Agent of the IBC. These fees are included in all IBC prices listed.

Return to top

Secrecy Laws: Offshore jurisdictions have laws that forbid financial institutions (banks, brokerages, insurance companies, etc.) and advisors (brokers, accountants, attorneys, investment advisors, etc.) from divulging information about clients or accounts to any third party. These laws apply whether the third party is a person, company or government. The laws typically call for a minimum penalty of 1 year in jail and a $10,000 fine for any person divulging information. Once a depositor puts his/her money into a bank or brokerage account offshore, by law, only he/she will know about it.

Return to top

Shelf Company: An offshore Shelf Company (also known as an “aged company”) is an offshore company (IBC) that was (in almost all cases) incorporated in a prior year. Individuals and corporations that go offshore may want to demonstrate that their company has been in existence for several months or years. An offshore Shelf Company is the perfect solution this scenario. Once a Shelf Company is purchased, bank and brokerage accounts may be set up in the name of the company, allowing a client to do banking, investing and business in the name of the Shelf Company. All Shelf Company prices listed on the website include an original Certificate of Good Standing from the jurisdiction where the Shelf Company was formed.

Return to top

Trustee Fees: An offshore trust must have a Trustee who will administer the assets in the trust for the Beneficiaries. The fee for appointing an offshore Trustee is included in the trust price.

Return to top