Ready-made Companies

Ready-made, or shelf companies are companies which are already registered and are available for immediate purchase by client. These companies have not traded or entered into any dealings or obligations, their documents are usually kept motionless in the office of Registered Agent. Our offshore shelf companies were incorporated specifically for our customers who want to get an offshore company with history, or just for immediate use. This chapter provides general information on the ready-made companies and some recommendations on selecting and purchasing company from the shelf-list.

The main reasons why a client may wish to purchase shelf company are:

- to save time in case an especially quick turnaround is required;

- to provide history for the company with the help of somewhat earlier registration date, as it might be necessary in some business circumstances.

Some things you should know when deciding on purchasing offshore shelf companies:

1) The companies with a registration date indicated are already registered, exist as legal entities and are available for purchase.

2) There are companies marked as “pending”, meaning that their names have been approved for incorporation by the Registrar and are in some stage of registration, but the process is not yet completed. So the word “pending” just means that such company may soon be available.

3) The documents of a shelf company are not certified by notary or legalized by apostille. If you need those certifications, than some additional time (1-5 days) will be needed before the documents can be shipped. This timeframe does not depend on us, but on respective certification offices.

4) A shelf company usually has an open configuration. That means that after company purchasing the directors still should be appointed, shares should be allocated, the respective internal Registers drawn up, etc. These post-incorporation procedures would take additional time, but they can only be carried out after a client order is received.

5) Ordering a ready-made company does not necessarily mean that the documents will be shipped out immediately. The usual Due Diligence / Know Your Client process will still have to be completed for new clients, and payment will have to be received.

6) In fact, purchasing a shelf company, if compared to incorporating a company from the very beginning, will save you several business days which are usually necessary to prepare the initial incorporation and to register a new BVI Business Company with the Registrar of Companies. However, as described above, final preparation of the company before shipment may still take anywhere between one and ten business days, depending on the details of your order and on the receipt of the respective Due Diligence information and payment from you.

Important notes: For a shelf company the next annual renewal payment (Government duty, Registered Agent, Registered Address and other annual maintenance fees) may become due and payable much sooner than for a newly incorporated company, because some time has already passed from the moment of company initial registration date. This is the time that a company has spent “on shelf”.

A purchaser of a shelf company is required to cover the standard annual maintenance fees for the full period of time that has passed from the initial registration date. This becomes especially important at purchase of “vintage” companies which are older than 1 year. “Vintage” companies will be substantially more expensive than those newly incorporated, due to the previously accrued annual maintenance fees.

Therefore, we recommend you to pay special attention to the date of incorporation of the chosen company. Also, we strongly discourage making any business transactions in the name of your offshore company before receiving company original documents.

© Fidelity Corporate Services Ltd.