General
	Type of entity:		Private Limited by Guarantee and having a Share Capital
	Type of law:		Common
	Shelf company availability:		No
	Our time to establish a new company:		1 – 5 days
	Minimum government fees (excluding taxation):		£250
	Corporate taxation:		0% - 10%
	Double taxation treaty access:		Only UK
	Share capital or equivalent
	Standard currency:		GBP
	Permitted currencies:		Any
	Minimum paid up:		£1
	Usual authorised:		£2,000
	Directors or Managers
	Minimum number:		2
	Local required:		No
	Publicly accessible records:		Yes
	Location of meetings:		Anywhere
	Registered Members
	Minimum number:		1
	Publicly accessible records:		Yes
	Location of meetings:		Anywhere
	Beneficial Members
	Minimum number:		1
	Publicly accessible records:		No
	Location of meetings:		Anywhere
	Company Secretary
	Required:		Yes
	Accounts
	Requirement to prepare:		Yes
	Audit requirements:		Yes, but exceptions available
	Requirement to file accounts:		No, save in relation to taxation
	Publicly accessible accounts:		No
	Other
	Requirement to file annual return:		Yes
	Change in domicile permitted:		Yes

The Isle of Man, situated in the centre of the British Isles, is a self-governing dependent territory of the Crown which is not and never has been part of the United Kingdom. It is however, part of the British Isles. Tynwald, the Island's 1,000 year old Parliament, makes its own laws and oversees all internal administration, fiscal and social policies. External issues, such as foreign representation and defence, are administered on the Island's behalf by the UK Government and the Island makes an annual payment for these services.
As a British Crown dependency, the ultimate responsibility for the Island's good government is vested in the Crown but by long standing convention, the UK Government does not legislate for the Island except with the specific consent of the Island's Government. More information can be found at www.gov.im.

» Population

The population of the Isle of Man is approximately 75,000.

» Political Structure

Tynwald (Parliament), legislates on all domestic matters including taxation. Tynwald consists of two branches, known as the Upper and Lower. The Legislative Council, (Upper) which consists of ten Members and is elected by the lower house, Members include the President of Tynwald, the Lord Bishop of Sodor and Man, HM Attorney General and HM Queen Elizabeth II. The House of Keys, (Lower) has twenty-four Members who are elected and serve a five-year term. HM Queen Elizabeth II holds the title Lord of Man, and is ultimately responsible for the governance of the Island, and all legislation passed by Tynwald has to have Royal Assent before being enacted.

» Infrastructure and Economy

There are regular daily air and ferry services to the UK and Ireland. The Isle of Man, confronted with a decline in its two principal sources of income, agriculture and tourism, now places greater reliance upon industrial investment and its financial centre activities.

» Language

The official and spoken language is English.

» Currency

The Manx Pound, which is on par with the UK Pound and freely exchangeable.

» Exchange Control

None.

» Type of Law

Common Law, based on English Common Law.

» Principal Legislation

• The Companies Acts 1931 to 1993.

» Private Limited by Guarantee and having a Share Capital ("Hybrid")

The Hybrid Company must have two directors who must be natural persons but may reside anywhere in the world. It is typically used in circumstances where more obvious options are trusts or foundations. The advantages of a hybrid are that is is not subject to the rule against perpetuities and it is a significantly cheaper option to a foundation.

» Procedure to Incorporate

Submission of Memorandum and Articles of Association, together with "Form I" nominating the first directors and secretary, and advice of the situation of the Registered Office and the form giving name approval.

» Restrictions on Trading

Hybrid Companies are not permitted to:

• Undertake banking or insurance activities without a licence.
• Undertake investment business other than the investment of the company's own assets activities without a licence.
• Neither solicit funds from the public nor offer their shares or membership to the public activities without a licence.

» Powers of Company

An Isle of Man company has all the powers of a natural person.

» Language of Legislation and Corporate Documents

English.

» Registered Office Required

Hybrid Companies must maintain a registered office in the Isle of Man.

» Shelf Companies Available

No.

» Time to Incorporate

One to five days, subject to name approval

» Name Restrictions

Hybrid Companies:

• A name that is similar to or identical to an existing company. A name that is known to exist elsewhere. A name that implies illegal activities. A name that implies royal or government patronage.
• Many names require justification or high capitalisation to allow use. Words such as "International", "European" or other words indicating an international presence will only be approved if the Company is incorporated with an authorised capital of £100,000, which must be paid up.
• Use of the words "Trust", "Trustees" or "Fiduciary" will only be approved if the company is incorporated with an Authorised Capital of £250,000, which must be paid up.
• Use of the word "Holdings" will only be approved if the Company can provide documentary evidence that it holds 51% or more of an underlying company.
• Use of the word "Group" will only be approved if the company can provide documentary evidence that the company owns a group of companies.

» Language of Name

Names can be expressed in any language using the Latin alphabet, if the Registrar of Companies is in receipt of an English translation and the name is not considered undesirable.

» Names Requiring Consent or Licence

The following names or their derivatives require consent of a licence: bank, building society, savings, loans, insurance, assurance, reinsurance, co-operative, council, Chamber of Commerce, trust, municipal and finance or their foreign-language equivalents.

» Suffixes to Denote Limited Liability

Limited or Ltd.

» Disclosure of Beneficial Ownership to Government Authorities

The identity of the beneficial owners of the Isle of Man Company may remain confidential if corporate shareholders are engaged to act as the shareholder on behalf of the ultimate beneficial owners. This confidentiality is maintained as long as the company and its ultimate beneficial owners are not involved in any criminal activity.

» Authorised Share Capital

Hybrid Companies have a minimum authorised share capital of £2,000 or its currency equivalent, this being the maximum for the minimum capital duty payable upon incorporation. The minimum issued capital is one share of par value.

» Classes of Shares Permitted

Hybrid Companies may have registered shares, preference shares, redeemable shares and shares with or without voting rights. Hybrid companies also create a class of member called beneficial members whose identities are not in the public domain and who own the company in common but have no personal rights or interests therein. Beneficial members do have the right to share in the profits of the hybrid company (whereas the registered members do not).

» Taxation

With effect from 6th April, 2006 Hybrid Companies normally pay income tax at 0% and there is no withholding tax on payments of dividends to shareholders.
Companies that are in the business of banking, insurance or are connected with the business of Isle of man property pay corporation tax at a rate of 10% and a withholding tax at the same rate is imposed if the dividend is paid to a non resident individual or corporate body.
With effect from 6th April, 2006 all Hybrid Companies pay an annual charge of £250.

» VAT

Hybrid companies may be registered for VAT purposes and the VAT prefix will be "GB" which is recognised in Europe.

» Double Taxation Agreements

Apart from a limited treaty with the United Kingdom, the Isle of Man is not party to any double tax treaties.

» Financial Statements Required

Whilst there is no requirement to file audited financial statements with the authorities, it is important to note that a company is required to keep financial records, which reflect the financial position of a company.
If accounting records are kept at a place outside the Isle of Man they must be sent to the company's registered office in the Isle of Man such as to disclose with reasonable accuracy the financial position of the business in question at intervals not exceeding 6 months.
Failure to maintain accounts or make them available for inspection at a company's registered office is an offence punishable by imprisonment or a fine.
The Assessor of Income Tax reserves the right to call in the financial records for inspection.

» Directors

The minimum number of directors is two, they may be of any nationality or residence. Bodies corporate may not be appointed as directors.

» Protector

A Protector may be appointed. His role will be to safeguard the interests of the Beneficial Members and any change to the register of Beneficial Members or disposal of assets will require his approval.

» Company Secretary

Hybrid Companies require a company secretary. The Company Secretary must be a natural person but may be of any nationality and reside anywhere in the world.

» Shareholders/Members

Hybrid Companies: The minimum number of shareholders is one.

	Word	PDF
Isle of Man (Hybrid) Company Fact Sheet	124KB	72KB
Enquiry Form	107KB	61KB
Order Forms	293KB	117KB
	Excel
Comparison Chart	114KB

Disclaimer

Whilst every effort has been made to ensure that the details contained herein are correct and up-to-date, it does not constitute legal or other professional advice. OCRA Worldwide does not accept any responsibility, legal or otherwise, for any errors or omission.