Cook Islands International Companies
Asiaciti Trust Pacific Limited can incorporate an international company within 24 hours of receipt of instructions.
- A Company can be incorporated under the International Companies Act 1981-1982 as an international company if its shareholders are non-resident of the Cook Islands, however, a trustee company registered under the Trustee Companies Act 1981-1982 may hold shares in an international company and may be the sole shareholder.
- There are no minimum capital requirements and shares may hold no par value. Shares may be designated in most major currencies and bearer shares may be issued (but must be "immobilized" with a Cook Islands custodian, which can be a Trustee Company), unless this is prohibited by the Articles of Association.
- Only one director of an international company need be appointed and there is no obligation to appoint a resident director. It is obligatory to have a resident secretary who must be an officer of a registered trustee company. Additional secretaries may be appointed who need not be residents.
- An international company may be incorporated for any lawful purpose, other than that of a trustee company, but shall not carry on the business of banking or insurance, unless it is licensed under the relevant Act.
- Principals or promoters of international companies may remain anonymous as there is no obligation to disclose any details of beneficial ownership of shares. Such anonymity is further guaranteed by virtue of the provisions of Section 8(5) of the Act which impose penal sanctions on any person who discloses information derived from an inspection of the records of an international company. The documents lodged with the Registrar of International Companies are only available for inspection by directors, members and debenture holders.
- Court proceedings relating to the rights or obligations of officers or members or debenture holders must be heard in camera, unless the Court orders otherwise.
- All companies must lodge annual returns accompanied by audited accounts unless the members of the Company (being a private company) resolve at each annual general meeting that auditors should not be appointed.
- The legislation expressly provides that international companies and foreign companies registered under the International Companies Act 1981-1982 and their shareholders will not be subject to any form of taxation including stamp duty.
- The legislation also provides such entities with a guarantee that the Crown will not compulsorily acquire or expropriate their property situated in the Cook Islands except under specified circumstances defined by law.
- A foreign company incorporated outside the Cook Islands may register under the International Companies Act 1981-1982 if it has a place of business or is carrying on business from within the Cook Islands. Once registered under the Act it is subject to the same provisions as an international company.
- The Act permits the incorporation of various types of companies other than companies limited by shares. These include no liability companies, companies limited by guarantee, unlimited companies and mutual companies.
Please follow the links below for more information on Cook Islands companies:
Cook Islands International Trusts
Cook Islands Limited Liability Companies