Register company in Isle of Man
To register company in Isle of Man is straightforward if you know the exact steps required. With Tetra Consultants at the wheel, you will be able to dedicate your time and resources to other more important business channels.
With our lean-and-mean mentality, you can rely on our team of experts to provide you a seamless experience throughout the whole process to register company in Isle of Man. Our ultimate goal is for your Isle of Man company to be operationally ready within the stipulated time frame.
Our service package includes everything you will require to set up business in Isle of Man:
- Isle of Man company registration
- Local company secretary and registered address
- Isle of Man business account
- Annual accounting and tax services
Located geographically in the British Isles, Isle of Man holds definite advantages for companies looking to trade in other jurisdictions or to hold investments. A low tax jurisdiction, the jurisdiction is also home to many well-crafted legislations meant to facilitate and build a pro-business environment. As such, many foreign investors are looking to register company in Isle of Man.
How long does it take to register company in Isle of Man?
- Tetra Consultants will complete the process to register company in Isle of Man within 2 weeks.
- After receiving due diligence documents of the directors and shareholders, our team will search for the availability of your preferred company name and prepare all required incorporation documents.
- Tetra Consultants ensures to register company in Isle of Man without the need for the prospective owners and incorporators to be physically moved to the nation. Throughout the Isle of Man company registration process, you will not be required to travel overseas.
- After Tetra Consultants has incorporated your Isle of Man company, you can expect to receive the documents of your new company including the Certificate of Incorporation, Memorandum and Articles of Association as well as register of directors and shareholders.
- Within 4 weeks after Tetra Consultants register Isle of Man company, we will open an Isle of Man business account. Alternatively, Tetra Consultants can assist you to open an offshore corporate bank account in your preferred jurisdictions.
- As such, you can expect your company to be fully operational and ready for operation within 6 weeks from engaging Tetra Consultants.
Can a foreigner register company in Isle of Man?
- Isle of Man’s government offers foreign investors several options on the different types of business entities to choose from when registering a company in Isle of Man. Tetra Consultants will advise you on the steps and requirements for starting business in Isle of Man.
- There is no requirement for a resident director in Isle of Man, unless the company holds an Isle of Man Gaming License. A company that provides gambling services and plans to apply for an Isle of Man Gaming License must have at least 2 resident directors.
- Otherwise, a company in Isle of Man can be wholly foreign-owned. Generally, companies in the Isle of Man that do not engage in gambling activities only require one director and one shareholder of any nationality.
- There is no minimum paid-up share capital requirement for a company that does not provide gambling services.
- However, all companies must have a registered address in Isle of Man and appoint a local registered agent.
- There are many types of business structures in Isle of Man. When deciding the most suitable entity type, it is important to consider various factors that include but are not limited to availability of personal liability protection, ownership and management flexibility as well as compliance requirements. Each business entity will come with its distinctive features.
- Before the start of the engagement, Tetra Consultants will fully understand your business before recommending the most optimum business entity in Isle of Man. Some considerations we take into account include the type of business activity, tax obligations and nationalities of shareholders and directors. Our consultants will also offer more information on the requirements imposed to set up these entities.
What types of companies are there to be considered to register company in Isle of Man?
Prior to starting the process to register company in Isle of Man, it is essential to choose the most suitable type of company. Before moving to register company in Isle of Man, it is essential to consider factors such as personal liability protection, tax ramifications, ownership, management flexibility as well as compliance requirements. Each business entity will come with its distinctive features.
Tetra Consultants will fully understand your business before recommending the most optimum business entity in Isle of Man. Some considerations we take into account include the type of business activity, tax obligations and nationalities of shareholders and directors. This is to ensure that the Isle of Man company is most suited to your business needs and long term goals.
Limited Liability Company
- Formed under the Limited Liability Companies Act 1996, an Isle of Man limited liability company reserves the privilege of being granted a separate legal entity, distinct from its members, manager and registered agent.
- As a separate legal entity, the liability of its members is capped and limited to the extent of their contribution to the capital. As such, in the event of winding up, you will not be personally liable for the debts and obligations incurred by your limited liability company. Otherwise, there are also restrictions imposed on the transfer of members’ shares in the company.
- To register a company in Isle of Man in the form of a limited liability structure, it is important that you have a local registered agent. During the process of Isle of Man company registration, Tetra Consultants will provide your firm a local registered agent. This individual will be the point of contact between your company and the local government and banks.
- In addition, Tetra Consultants will also provide a local registered address. This is to ensure that all notices and announcements can be duly received. On a side note, there are no requirements to appoint a local director.
Limited Partnerships
- Governed by the Partnership Act 1909, limited partnerships can be formed by 1 or more persons, as per capped to 20 members. With a minimum mandate of at least 1 general partner with unlimited liability, the general partner will have the authority to manage and bind all other partners in contracts with external stakeholders. However, the catch is that all general partners will be liable for all debts and obligations incurred by the partnership in the event of a winding-up.
- To register a limited partnership, it is important that you file your company’s application with the Companies Registry. In general, there are no limitations as to the residency of the partner and that there is no requirement for a minimum authorised capital.
Foreign Companies
- Under the Foreign Companies Act 2014, a foreign company is a company incorporated in an external jurisdiction which is out of the Isle of Man. However, the foreign company has since established a place of business or owns land in the Isle of Man.
- To register a foreign company in Isle of Man, you will require to submit all necessary registration documents to the Isle of Man Companies Registry, within 1 month since the establishment of your place of company. These registration documents include providing relevant information about your company in its home country, a registered address in the Isle of Man and information regarding your directors.
- Following which, foreign companies are also legally obliged to make an annual return within 1 month of the anniversary date of incorporation in its home jurisdiction.
Foundations
- When registering a company in Isle of Man, an increasing number of foreign investors are looking to register a foundation. A foundation owns a corporate personality and is commonly set up for a specific purpose related to charity or for the benefit of its specific beneficiaries. With stricter restrictions, foundations are not permitted to engage in commercial trading.
- To set up a foundation, your registered agent should file an application. The application should include the foundation’s name and address, its objects, registration number, and the registered agent’s name and address. On approving the application, you can expect to be issued a Certificate of Establishment.
Trust
- Businesses that intend to provide financial services such as wealth management and real estate planning can consider setting up a trust company.
- A trust company is a legal entity that acts as the trustee or agent for a person or business. In essence, a trust company will administer and manage the assets on behalf of its beneficiaries and any gains to the assets will eventually be transferred to the beneficiaries.
- All trust companies that operate in the Isle of Man are required to provide their services through an Isle of Man based corporate trustee.
- The trustee will handle the beneficiaries’ assets as if they were its own assets, limited only by the terms listed in the trust deed.
- A trust company can provide family office services to serve the needs of wealthy families in the Isle of Man.
Common Challenges When register company in Isle of Man
Requirement of a registered agent and office:
- Companies need to have a registered agent licensed by the Isle of Man Financial Services Authority and have a registered office on the island. Tetra Consultants can make this process easier for them by offering a local registered agent and an office address that ensures compliance without the business owners’ physical presence.
Skills gap:
- The Isle of Man is in a shortage of skilled labor, which might be a limiting factor in hiring. Tetra Consultants can help by offering strategic guidance on staffing solutions and allowing businesses to access local recruitment services.
Difficulties in opening a corporate bank account:
- It takes a long time for a corporate bank account opening because of due diligence requirements. Tetra Consultants helps speed up the process with established relationships with local banks, account opening faster, and often no physical presence during application.
Limited access to capital:
- The difficulty in raising funds may arise due to the risk of investors’ unwillingness to invest in companies based in tax haven jurisdictions, such as the Isle of Man. This would limit growth opportunities for new businesses.
Compliance with regulations:
- It is difficult for newcomers to navigate local laws and regulations. Tetra Consultants will provide expert advice on regulatory compliance, ensuring that all the incorporation documents are prepared and submitted accurately and promptly.
Business licenses in Isle of Man
Gambling licenses:
- The Isle of Man provides a variety of types of gambling licenses, including full licenses, sub-licenses, and software licenses. These are crucial for online gaming and betting operators. Obtaining a gambling license requires companies to register a local company, appoint local directors, and rent an office, in addition to other regulatory requirements in regard to player protection and financial monitoring.
Financial services licenses:
- Those engaged in the financial services have to get themselves licensed from the Isle of Man Financial Services Authority. They include investment businesses, insurance companies, and those providing payment services. Applicants are to be considered of fit and proper status and possess real presence in the Isle of Man.
eGaming licenses:
- Online gaming companies have these licenses categorized depending on the type of gaming activities they offer. The operators must adhere to the set regulations on the security of player data and responsible gaming practices.
General business licenses:
- Different professions and trades require licensing under different regulations. Such include architects, estate agents, moneylenders, and even non-resident traders. Each one has their own criteria and application process.
How to register company in Isle of Man?
Step 1: Choosing an optimum business structure
- Prior to company formation, it is essential to choose the correct type of company. Based on your business structure and long-term goals, Tetra Consultants will advise you on the most optimum business entity, paid up share capital and corporate structure.
- Generally, the most common type of company in Isle of Man is a limited liability company.
Step 2: Reservation of company name
- Tetra Consultants will check for the availability of your company name through the Company Registry in the Isle of Man government website. Once the availability of your company name has been confirmed, Tetra Consultants will reserve your company name.
Step 3: Appointment of registered agent
- While a limited liability company in the Isle of Man is not required to appoint a resident director, the company must employ a registered agent who is regulated by the Isle of Man Financial Services Authority.
- As such, Tetra Consultants will recommend and appoint a registered agent on your company’s behalf.
Step 4: Preparation and submission of relevant documents
- Before Tetra Consultants can incorporate your company in Isle of Man, you are required to provide a list of required KYC documents. Some of these documents include the names of directors, company’s resolution and identification proof.
- Based on the documents provided, Tetra Consultants will draft and notarize the Memorandum and Articles of Association, business plan and other incorporation documents.
- After preparing the required documents, Tetra Consultants will register your company under the Companies Act 2006.
- Upon successful registration of company, Tetra Consultants will courier the Certificate of Incorporation, Memorandum and Articles of Association and other corporate documents to your preferred address.
Step 5: Corporate bank account opening
- Depending on your business structure, the documents required to open a corporate bank account will be slightly different.
- Tetra Consultants will help in consolidating the documents and opening a corporate bank account with a reputable bank of your choice.
- Typically, directors and shareholders are not required to travel to Isle of Man to open the corporate bank account. However, if travel is required, we will have a representative accompany you to the bank meeting. Alternatively, our team will negotiate with the banks to conduct a conference call instead or to request for a waiver.
- Once the bank account has been successfully opened, Tetra Consultants will courier the internet banking token and access codes to your preferred address.
Steps for Ongoing Compliance Post-Registration
File annual returns
- The Isle of Man Companies Registry should receive an annual return with information on the directors and shareholders within one month after the anniversary date of incorporation. Tetra Consultants can prepare and file these returns for the company while ensuring that deadlines are met and filed on time.
Prepare annual accounts
- The annual accounts of companies must be prepared to reflect their actual financial position. Tetra Consultants offers accounting services for businesses to prepare their accounts, including auditing if necessary, so that they meet the regulatory standards.
Tax compliance
- An annual tax return should be filed by companies with the Isle of Man Treasury. Tetra Consultants is here to help businesses understand their tax obligations through our professional tax advisory services, ensuring timely and accurate filings.
Hold Annual General Meetings (AGMs)
- Most companies require to hold AGMs. Tetra Consultants can help organize these meetings, prepare necessary documentation, and keep accurate records of the proceedings according to corporate governance standards.
Compliance with Anti-Money Laundering (AML) regulations
- The implementation of AML procedures, with respect to keeping an adapted manual having client risk assessment, shall be a necessity. Support in creating policies and holding requisite training programs among employees for complying with local AML regulations will also be rendered by Tetra Consultants.
Stay informed about regulatory changes
- Regular review of compliance guidelines is very important for good standing. Tetra Consultants will update clients about the changes in the regulations and will help adapt internal policies in response to maintain continued compliance.
How to Set Up a Isle of Man Company as a Non-Resident
Choose a business structure
- Determine the kind of company that best suits your business needs, including but not limited to a private limited company. Tetra Consultants will then be able to offer professional advice on which type of business structure best fits your objectives and operational needs.
Company name approval
- Make sure to choose a strange name for your company that is in accordance with Isle of Man regulations, including the proper suffix – as for example “Limited”. Then Tetra Consultants would perform a search for name availability to avoid the duplication of your desired name and would help in the reservation process.
Appointment of a registered agent
- A licensed registered agent in the Isle of Man has to take care of statutory compliance. Tetra Consultants can be your registered agent to ensure that all legal requirements are fulfilled without your physical presence on the island.
Preparing the necessary documents
- You will then need to draft documents such as the Memorandum and Articles of Association and Form 1. This will cover details on the directors and a registered office. Tetra Consultants will also help in writing these documents.
Submission of incorporation documents
- Those documents would then be submitted to the Isle of Man Companies Registry for approval. Tetra Consultants would ensure that all the paperwork is properly filed and submitted according to all local requirements on behalf of our clients.
Establish a registered office
- Your business needs to have an address in the Isle of Man as a registered office. Tetra Consultants can provide a registered office address, meeting this requirement perfectly.
Corporate bank account opening
- After incorporation, you will have to open a corporate bank account to conduct the company’s day-to-day transactions. Tetra Consultants will help you set up an Isle of Man bank account or offshore account in any location you would prefer.
Compliance with ongoing requirements
- Once your company is established, it will be required to comply with local laws on an ongoing basis, including annual returns and financial reporting. Tetra Consultants will provide ongoing support to ensure your company meets all regulatory obligations efficiently.
Making changes to existing companies/businesses in the Isle of Man
- In the Isle of Man, companies are required to file certain changes to their existing structure with the Companies Registry. These changes may include alterations to the company’s name, registered office address, share capital, directors and secretary details, and other significant events that may affect the company’s legal status. The Isle of Man Companies Registry operates an online system for companies to make these changes electronically, or they can be submitted by post or in person. It is important for companies to ensure that they comply with the legal requirements for filing these changes, as failure to do so may result in fines or penalties.
- Company name: Changes to a company’s name must be approved by the Isle of Man Companies Registry, and a fee is payable for the application. If the change is approved, the company must then update all relevant documents and inform its clients and stakeholders of the new name.
- Registered office: Changes to the registered office address must also be filed with the Companies Registry, and evidence of the new address must be provided. The same applies to changes to the share capital of the company, and in certain circumstances, shareholders may need to give their consent to the change.
- New director and secretary: Changes to the directors and secretary details of the company must also be filed with the Companies Registry, and any changes to the company’s constitution must also be documented and submitted. Other significant events that may affect the company’s legal status, such as mergers, acquisitions, or changes in ownership, must also be reported to the Companies Registry. Companies should ensure that they keep accurate records of all these changes and file them promptly with the Registry to avoid any legal issues or fines.
Accounting and tax
Accounting obligations:
Annual return filing:
- Companies are required to submit an annual return that comprises a summary of directors, shareholders, and share capital. This return is filed annually, one day after the end of the accounting period of the company.
Preparation of financial statements:
- Companies are allowed to prepare their financial statements either based on UK Generally Accepted Accounting Principles (UK GAAP), UK International Financial Reporting Standards (UK IFRS), or US Generally Accepted Accounting Principles (US GAAP).
Accounting records maintenance:
- Business entities should maintain accounting records that are reliable and report the transactions of the business to enable the determination of its financial position at any time. Such records should be preserved for a minimum of six years from the end of the relevant financial period.
Audit requirements:
- For 1931 Act companies, financial statements must be audited in respect of each financial year unless the conditions are met (eg turnover below €5.6million, total assets below €2.8million and less than 50 employees). The 2006 Act company is not obligated to prepare financial statements unless the directors directs.
Tax obligations:
Corporate Income Tax:
- Companies are generally taxed at a corporate income tax rate of 0% on most types of income. However, specific rates apply:
- 10% on banking businesses and retail activities of more than £500,000.
- 20% income derived from real estate located in the Isle of Man.
- 15% will apply to certain banking businesses and large retailers from the tax year 2024/25 under the OECD’s Pillar 2 initiative.
Tax residence:
- A company is said to be a tax resident in the Isle of Man when it is registered there or where its central management and control are exercised from there. Non-resident companies only pay taxes based on income from the Isle of Man.
Payment of tax:
- The taxes payable have to be settled within one year and one day of the end of the accounting period; interest may accrue on such delayed payments.
No capital gains tax:
- Companies involved in asset transactions will benefit from no capital gains tax being levied by the Isle of Man.
Withholding tax:
- Dividends, royalties, and interest paid to non-residents do not incur withholding taxes. This has made the jurisdiction quite attractive to operations for international businesses.
Penalty for non-compliance:
- There are fixed penalties for the late filing of tax returns. The Assessor of Income Tax has the authority to raise default assessments if returns are not filed.
Documents required
- Notarized passport of each shareholder/beneficial owner and director.
- Notarized proof of residential address of each director and shareholder/beneficial owner (must be in English or translated into English).
- Proposed company names (three options) with the suffix “Limited” or “Ltd.”
- Memorandum of Association.
- Articles of Association.
- Company registration form (Form 1).
- Resolution from shareholders (if applicable).
- Identification proof for all directors and shareholders.
- Details of the registered office address in the Isle of Man.
Annual Obligations
- The address of the company’s registered office and the registered agent must be renewed annually.
- All companies are required to pay an annual renewal fee.
- Every registered business is required to file an annual declaration through the submission of the Form ADB to the Companies Registry. In the annual declaration, the business must verify that they will continue to trade and that it does not need to make any amendment to its particulars. The annual declaration is to be filed on the anniversary that the trade name was registered. No registration fee will be charged for the annual declaration.
- If the company wishes to make any amendments to its particulars, it must submit the appropriate form to the Companies Registry within 14 days in which the change occurs. No fee will be charged if the form is submitted within the 14 days.
- All companies in the Isle of Man are also required to file an annual return even if they have not conducted business activities within the jurisdiction.
- In accordance with the Income Tax Act 2006, companies will be taxed based on assessment during the accounting period. Returns will be issued to the company when the company’s accounting period ends.
- While the general corporate tax in the Isle of Man is 0%, companies that engaged in banking or retail businesses in the Isle of Man will pay 10% taxes. Income from land and property in the Isle of Man are subjected to a 20% tax rate.
- The deadline for the filing of the annual return is 12 months and one day after the company’s accounting period has ended.
Why should you register company in Isle of Man?
Political
- Introducing the Bribery Act in 2013, the Isle of Man Government is committed to promoting ethical local and international business practices and deterring bribery or corrupted acts.
- A special investigation titled the Paradise Papers revealed many financial crimes of offshore multinational companies which used the country as part of its tax avoidance scheme, highlighting the lack of transparency.
- Police harassment and corruption are not new on the Isle of Man. There have been past allegations of such crimes in Isle of Man with one leading to the 2010 protest.
Economic
- The country’s pro-business environment can be seen in its efforts to partner with the United Kingdom. With a customs and excise agreement between the 2 countries, they are viewed as 1 territory when it comes to customs duties and VAT taxes. This ensures that there is greater stability in the Isle of Man Customs and Excise affairs and at the same time provides more flexibility for the Isle of Man to set its own tax rates. Hence, if you are looking to expand your operations into the United Kingdom, Isle of Man is a good place to start.
- Isle of Man companies enjoys one of the lowest tax rates in Europe. With no capital gains tax, inheritance tax and stamp duty, the simple taxation regime of Isle of Man are indeed attractive. Dividends made to non-residents are also taxed at 0%.
- The customs agreement between the UK and the Isle of Man helps to facilitate trade between the two jurisdictions. Due to the geographical location of Isle of Man, companies also have easier access to EU markets and enjoy shorter time span for goods transferred through the supply chain in the EU.
Social
- The main language of the Isle of Man is English. Hence, you will not have to worry about potential communication barriers when conducting your business activities in the country.
- Poverty is a prevalent issue in Isle of Man with its policy and reform minister highlighting the seriousness for greater support towards the homeless.
- The crime rate on the island has increased by 10% over the year 2018 to 2019. This included rising records of violent crimes and drug offenses committed on the island.
Technological
- Created to support the thriving digital sector, Digital Isle of Man provides support through initiating schemes collaborated with educational institutions to establish a strong environment for its tech companies.
- Launching Blockchain Isle of Man, the country is committed to providing support and guidance to eGaming business through facilitating a strong regulatory environment.
- By introducing the B2B Software Supplier License, Isle of Man is committed to developing a jurisdiction with high standards for corporate governance and fair game.
Legal
- With a commitment to the Paris Convention on Patents and Trademarks, an Isle of Man company is suitable and ready for holding intellectual property.
- Enacting the Designated Business (Registration and Oversight) Act 2015, cryptocurrency businesses are heavily regulated by the Isle of Man, deterring potential financial crimes.
- The Economic Substance legislation as contained in the Isle of Man’s Income Tax Act 1970 suggests the country’s commitment against developing a tax haven
Environmental
- The newly initiated Agricultural and Fisheries Grant Scheme 2019 is designed to support farmers in protecting and enhancing the Island’s landscapes.
- Isle of Man is constantly on the lookout to increase its environmental efforts with the latest being the introduction of a carbon-reducing plant to reduce emissions rate.
- Awarded a UNESCO Biosphere Reserve title, the country follows a strong and commendable approach aimed at achieving sustainable development and environmental protection.
Monetary
- Isle of Man is home to many attractive business grants aimed at helping a business to develop. The Department for Enterprise primarily aims to develop grants that will provide support for new companies.
- The Business Improvement Scheme (BIS) provides funding for businesses that assists other firms in areas such as marketing, business advisory, website, legal advice, and environmental efficiency. The maximum grant offered is £5,000 per project or £10,000 for projects related to digital marketing and website consultancy.
- Companies can also apply for the Vocational Training Assistance Scheme to upgrade their workers if they have a registered office and provide employment to the locals in the Isle of Man. The scheme contributes 30% towards all course fees incurred in training the workers and examination fees.
- Enterprise Development Scheme (EDS) was implemented to help start-ups that focuses primarily on the export sector. The scheme provides loans of between £10,000 and £1 million to eligible businesses.
How to proceed to register company in Isle of Man?
- Under the Companies Act 2006, a company incorporated in the Isle of Man must have at least 1 director of any nationality, 1 shareholder and a registered agent that resides in the Isle of Man. The director and the shareholder can be the same person. There is no minimum share capital requirement, but the company must have a registered address in the Isle of Man.
- You can search for the availability of your trade name via the Register Search function in the Isle of Man Financial Services Authority website.
- After you have drafted the relevant documents, you be required to submit them to the Financial Services Authority. This includes a business details form, risk assessment form, the company’s Memorandum of Association and Articles of Association.
- It is recommended that you enlist the service of a company setup service provider or registered agent when Incorporating a company in Isle of Man, especially if you are not familiar with the legislation.
Cost to setup register company in Isle of Man
- Costs when engaging Tetra Consultants for isle of Man company formation include a host of expenses in the form of professional services, document preparation, and compliance with local regulations. The general cost structure might be inclusive of charges for the appointment of a registered agent, setting up a registered office, and filing documents at the Companies Registry.
- The transparency in Tetra Consultants’ pricing model provides an explicit outline of all the expenses that the process of the Isle of Man company set up may include. This, therefore, informs the client precisely about what he is paying for and allows the client to plan for any subsequent expenses arising from ongoing compliance and operational requirements. Tetra Consultants thereby gives clients a transparent perspective on cost composition to help them make decisions without incurring surprises or additional financial burden.
How Tetra Consultants will help you to register company in Isle of Man
- Tetra Consultants is here to fully assist you with company registration in the Isle of Man. Please rest assured that our team will offer the best services; they ensure that everything is done right from choosing the proper business structure all the way to name reservation and submitting incorporation documents to the Isle of Man Monetary Authority.
- Further, Tetra Consultants provides local services, which include appointment of a registered agent and obtaining a registered office address. We will help you to open a corporate bank account, along with offering you accounting and tax compliance services for an ongoing period so that you may focus on the business operation, while we look after the regulatory requirements.
- Contact us to find out more about how to register company in Isle of Man. Our team of experts will revert within the next 24 hours.