Offshore Shelf Companies
Offshore Shelf Companies are companies or corporations that are purposely created and left to age to reflect a history. These companies are “offshore” for the company is incorporated in an offshore jurisdiction with the intention of benefiting from low tax regimes, and other features for offshore companies, similar to Seychelles company. Such offshore companies are known by many other names: “shelf corporations”, “‘shelf companies’, “aged” corporations/companies, and “ready made” companies” or some derivatives of any of these names.
Offshore shelf companies are companies that are legally registered and fulfill all the official requirements for incorporation and registration in the jurisdiction in which the company is formed and incorporated.
Generally, shelf companies have no corporate transaction history meaning they, have not traded or conducted any business activity. They have been virtually sitting on a shelf until aged and then sold. For each existing year of the shelf companies life, the companies is maintained and fees are paid up in full. By this action, the offshore company is said to be “in good standing”, ready for business. However, there are some agents who have shelf companies that have established bank accounts and paperwork.
Shelf companies are purposely formed and maintained by the agent responsible for incorporation. The shelf companies are formed with nominee officers (director, shareholder or manager members), depending on the type of shelf company. Shelf companies are available in many forms, most common LLC and limited Corporations.
The main reasons investors consider offshore shelf companies are:
- to save on incorporation time, when company is needed immediately;
- to have a company with a company history and an established existence
- to alleviate the sometimes arduous task of creating a new company name
- To add credibility to company, Show longevity and enhance your image with customers and lenders
- to access banking services – often, lenders require a business to have been in existence from six months to two years or more before lending money
Offshore shelf companies are available in many but not all offshore jurisdictions. When a Shelf company is acquired, it is available for immediate use, bypassing the actual process for offshore incorporation.
A shelf company’s incorporation documents will show that it existence that is longer than that of a newly formed offshore company. While there is no actual business activity, the age of the company can suggest some credibility with vendors and bankers. Some companies, business places will only do business with companies established for over a year; in these instances an offshore off the shelf company will be ideal. Offshore service providers sell shelf companies with various shelf ages.
There are other agents who sell ready made off-shore companies to customers who specifically desire vintage offshore shelf companies for immediate use others requires and aged offshore company to impress a certain amount of credibility, and historical value on the company during business transactions. These are the two main reasons for which offshore shelf companies are sought, but are not limited to those reasons.
Offshore shelf companies are akin to newly formed offshore companies and are available to both corporations and individuals alike. Not all jurisdictions permit the formation and sale of shelf companies, but many do, recognizing the growing need for offshore companies with a historical timeline.
A number of agents create and sell shelf corporations. The general offshore shelf company (for a company limited by shares) package will include:
- A company set up with a nominee shareholder, and a nominee director
- Certificate of Incorporation
- Memorandum and articles of Association
- Letter of appointment of first director
- Declaration of Trust from the nominee shareholder
- Power of Attorney from the nominee director; Minutes of the first meeting of the founders
- Share Certificates
- Register of shareholders
- Register of directors
Some offshore company agents may also include other services such as government filing fees; Registered agent services, (first year); Registered office, (first year); International express delivery (with the tracking number) by FedEx or DHL.