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General |
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|
Type of Company |
IBC |
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Type of Law |
Common |
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Shelf company availability |
Yes |
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Our time to establish a new company |
5 days |
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Minimum government fees (excluding taxation) |
US$400 |
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Corporate Taxation |
No |
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Double Taxation Treaty Access |
No |
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Share capital or equivalent |
|
|
Standard currency |
US$ |
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Permitted currencies |
Any (Except for Brunei Currency) |
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Minimum paid up |
US$1 |
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Usual authorized |
US$1,000,000 |
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Directors |
|
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Minimum number |
One |
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Local required |
No |
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Corporate Directors Permitted |
Yes |
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Publicly accessible records |
No |
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Location of meetings |
Anywhere |
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Shareholders |
|
|
Minimum number |
One |
|
Publicly accessible records |
No |
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Location of meetings |
Anywhere |
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Company Secretary |
|
|
Required |
Yes |
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Local or qualified |
Local (an officer of registered agent) |
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Accounts |
|
|
Requirements to prepare |
Yes (if director considers necessary) |
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Audit requirements |
Optional |
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Requirements to file accounts |
No (any accounts prepared shall be filed at the registered office) |
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Publicly accessible accounts |
No |
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Other |
|
|
Requirement to file annual return |
Yes |
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Change in domicile permitted |
Yes |
GENERAL INFORMATION
Introduction
The Islamic Sultanate of Brunei Darussalam is situated on the northwest coast of the island of Borneo and on the coastline of the South China Sea with its boundary attached to the Malaysian State of Sarawak. The total land area is about 5,700 sq km and the capital is Bandar Seri Begawan. The climate is equatorial with temperature around 23-32 Degrees Celsius.
Islam is the Official religion of Brunei Darussalam and plays a central role in the life of every Muslim in Brunei Darussalam. Other religions include Christianity and Buddhism.
Population
The population of Brunei was estimated to be about 357,000 in 2004, the communities include mainly Malay, Tutong, Murut with a minority of Chinese and other races.
Political Structure
From the 14th to the 16th centuries Brunei Darussalam was the seat of a powerful sultanate extending over Sabah, Sarawak and the lower Philippines. By the 19th Century the Brunei Darussalam Empire had been whittled away by wars, piracy and the colonial expansion of European powers. In 1888 it became a British protectorate. Britain retained responsibility for the state’s defence and foreign affairs until 1984, when the sultanate became fully independent.
Brunei Darussalam’s political system is based on the country’s written Constitution and the tradition of the Malay Islamic Monarchy. Supreme executive authority vests with His Majesty the Sultan. The Prime Minister, who must be a Brunei Malay professing the Muslim religion belonging to the Shafeite sect, remains with The Sultan. The Ministers, including the Prime Minister, are appointed by The Sultan to hold office at the pleasure of His Majesty. Today they constitute the Council of Cabinet Ministers presided over by His Majesty the Sultan.
Infrastructure and Economy
The travelling time is between 1.5 hours and 3 hours from major Asian financial centers such as Hong Kong, Jakarta, Kuala Lumpar, Manila, Shanghai and Singapore to Brunei Darussalam. There are also direct international flights to other locations in Australia, Europe, Middle East and New Zealand.
Brunei is the third largest oil producer in the Southeast Asia and the fourth largest producer of liquefied natural gas in the world. The economy is heavily dependent on revenues from crude oil and natural gas. The Government is one of the most prosperous in the Malaysian area and is highly dependent on the tourist industry which generates about 21% of the national income. Other primary resources include rice production, fruit farming, forestry and fisheries.
Language
The official language is Malay. Other languages use include English and Chinese.
Currency: Brunei Dollar.
Exchange Control: None.
Type of Law
The legal and administrative systems are based on English Common Law and for Muslims, Islamic Shari’a law supersedes civil law in a number of areas.
Principal Corporate Legislation
International Business Companies Order, 2000.
COMPANY INFORMATION
Type of Company for International Trade and Investment International Business Company
Procedure to Incorporate
Submission of the Memorandum and Articles of Association and a Certificate from the Registered Agent confirming compliance with the requirements of the Order.
Restrictions on Trading
Cannot trade or own real estate within Brunei Darussalam. Cannot undertake banking, insurance, investment advice or management of mutual fund businesses unless licensed to do so under appropriate Orders. Cannot invite investments from public unless the Registrar has given prior written consent.
Powers of Company
An IBC has the power to perform all acts and engage in all activities necessary to the attainment of the objects of IBC subject to provisions in the Order.
Language of Legislation and Corporate Documents : English.
Shelf Companies Available: Yes
Time to Incorporate: Five days.
Language of Name
English. Other languages can be expressed next to the English name accompanied by a certified translation to the Registrar.
Registered Office Required
Yes, must be maintained in Brunei Darussalam by its registered agent.
Names Requiring Consent or Licence Any name that is identical or similar to an existing company, or any name that suggests the patronage of His Majesty the Sultan and Yang Di-Pertuan or that of a member of the Royal Family, the Government or local authority of Brunei Darussalam or other country. The word “Brunei” shall only be used appearing in brackets.
Names containing the words – Royal, Bank/Banking, Building Society, Insurance, Assurance, Trust Company, Trustee Company, Chamber of Commerce, Chartered, Cooperative, Imperial, Municipal, Hedge/Hedging, Mortgage, Asset Management, Financial, Life Investment, Managers, Venture Management, Bonds, Funds, Forex, Wealth Management, Investment Management, Exchange, Advisors/ Consulting/ Consultants or a word conveying a similar meaning.
Suffixes to Denote Limited Liability
Limited, Corporation, Incorporated, Société Anonyme, Sociedad Anónima, Berhad, Sendirian Berhad, Gesellschaft mit beschrankter Haftung or their relevant abbreviations.
Disclosure of Beneficial Ownership to Authorities: No.
COMPLIANCE
Authorised and Issued Share Capital
The normal authorised share capital is US$ 1,000,000 with all of the shares having a par value. There is no additional fee if a large authorised share capital is adopted. The minimum issued capital is one share.
Classes of Shares Permitted
Registered shares, preference shares, redeemable shares and shares with or without voting rights.
Taxation
An IBC does not pay income tax, capital gains tax, stamp duty or other direct tax.
Double Taxation Agreements Brunei Darussalam has a double tax treaty with Indonesia and a limited treaty with the United Kingdom, however tax credits apply to resident companies only. An IBC will not qualify for tax benefits under these treaties.
License Fees
First year fee US$ 500 and thereafter US$ 400 per year.
Financial Statement Requirements
Whilst there is no requirement to file audited accounts with the authorities, a company should maintain such accounts and records as the directors consider necessary or desirable to reflect the financial position of a company. The accounts of a company shall be kept at its registered office in Brunei and shall at all times be opened to inspection by any director.
For more information, please contact our hotline +84 911 60 22 44 (Multi line)