Company registration in Curacao (NV – BV)

Curaçao may appear as a suitable jurisdiction for establishing a business operating worldwide. The country has a quite diversified economy with an emphasis on tourism, services, financial sectors, and gambling. The local state bodies take steps for making Curaçao attractive for various kinds of investments.

Major Forms of Legal and Business Presence in Curaçao

If you are going to establish your business presence in Curaçao, you may accomplish this in one of the next forms:

• Private Limited Liability Company (BV) – an entity where shareholders operate a corporate entity for themselves and bear the limited liability for the outcomes of its operation. There are no requirements for the company's chartered capital. Any approvals are not required for registering this entity.
• Public Limited Liability Company (NV) – an entity that can be created by at least one natural or legal person. The amount of the chartered capital shall be at least AWG 50,000 20% of which has to be paid upfront at the time of incorporation. Still, for certain types of activities, a higher amount of chartered capital may be required. The liability of shareholders is restricted to the amounts of the contributed funds also. The corporate entity is designated for involving additional financial resources and is entitled to offer its shares to the public.
• Private Fund – a commercial formation designated to secure the property. It is not allowed to hold entrepreneurship activities for a fund. These vehicles also enjoy favourable tax regimes.
• General Partnership – a commercial formation where partners hold unlimited liability over the partnership's undertakings. Even the partner’s personal property also can be called to cover potential losses.
• Limited Partnership – a commercial formation where there can be (i) general partners whose liability is not limited in any way and who actually manage to joint business, and (ii) limited partners whose financial responsibility is limited to the amount of the contributed funds only.

Registration Requirements and Steps

Opening a company in Curaçao, a private limited company, for instance, may require passing these approximate registration steps:

1. Defining commercial priorities for running business in Curaçao and worldwide.
2. Collecting data about founders, beneficial owners and management of a perspective entity.
3. Arranging the registered office.
4. Drafting and formalizing the statutory documents for the future commercial vehicle.
5. Forming and submitting the package of documents for the registration.
6. Registration for tax and social security purposes.
7. Opening a corporate bank account.
8. Obtaining additional license and permits.

This is only a preliminary registration scheme. The actual stages of company formation may vary depending on your case.

Legal and Regulatory Framework

The local business environment may be preliminarily assessed as favourable for running a business. During the last two years, Curaçao has enhanced its corporate legislation to make it in line with major international OECD standards. Curaçao also has a reliable judicial system that adds credits to this jurisdiction and operating a business there.

The Civil Code is the principal legal act governing the operation of local companies. The Ministry of Justice and the Bank of Curaçao are the major regulatory bodies in Curaçao. All data about existing companies is kept by the Curaçao Chamber of Commerce and Industry.

Advantages of the Jurisdiction

If you evaluate an opportunity of company registration in Curaçao, this may turn out to beneficial in view if the next advantages attributed to the jurisdiction:

• Developed financial sectors
• Qualified local employees
• Favourable tax conditions
• Availability of e-zone preferences
• Developed local infrastructure
• High level of confidentiality
• Zero of currency control
• An opportunity to incorporate a company remotely

Tax System of Curaçao

For registering a company in Curaçao, it is necessary to be aware of the next tax highlights:

• Corporate income tax rate– 22 %
• Personal income tax (PIT) rate – up to 46.5% (depends on the income)
• Sales tax rate – 6-9%
• Withholding tax rates (for non-residents) – 0%.
• Capital gains tax rates – (i) corporate - basic 22%, (ii) individual - equals to the respective PIT rate.

How Prifinance Specialists May Assist You

If you assess an option of owning a Curaçao offshore company, Prifinance professionals may actually evaluate such an option from the point of your concrete business conditions and priorities. We will also elaborate on alternative options if this is necessary. Our lawyers are ready to prepare all required documents and actually conduct the registration process as well as open a bank account for a future commercial vehicle. We may also support your commercial activities in this jurisdiction further. Reach us shortly for more precise discussions and suggestions.