We are pleased to provide a summary of the salient features of companies
incorporated in the Cook Islands.
[ BACKGROUND ] [ COMPANY FORMATION ]
[ SHARE CAPITAL, TAXATION, LICENCE FEES &
[ STRUCTURE OF MANAGEMENT ]
|Type of Company
|Common or Civil Law
|Disclosure of Beneficial Owner
|Migration of Domicile Permitted
|Tax on Offshore Profits
|Language of Name
Latin and other alphabets
|Minimum Number of Shareholders
|Minimum Number of Directors
|Bearer Shares Allowed
|Corporate Directors Permitted
|Company Secretary Required
|Standard Authorised Share Capital
|Government Register of Directors
|Government Register of Shareholders
No (by resolution)
|RECURRING GOVERNMENT COSTS
|Minimum Annual Tax/Licence Fee
|Annual Return Filing Fee
The Cook Islands comprises a group of 15 islands located between Tahiti
in the east and Samoa and Tonga in the west. The main island of Rarotonga is 3,000 km
north-east of Auckland, New Zealand and the township of Avarua on that island is the
administrative and commercial centre of the Cook Islands.
Total population of the Island group is approximately 19,000. The
indigenous population is Polynesian but English is spoken by most of the community.
Great Britain proclaimed a Protectorate over the Cook Islands in 1888
and in 1901, the Islands were ceded to New Zealand. The Cook Islands became fully
self-governing in 1965 under the Cook Islands Constitution Act 1964. Since obtaining
self-government, the Cook Islanders have retained New Zealand citizenship.
The Government has reaffirmed continuing support and encouragement for
the development of Rarotonga as a financial centre.
There are two main political parties, the Democratic Alliance Party and
the Cook Islands Party which between them hold all seats in Parliament. Both parties
support the Cook Islands status as an offshore financial centre.
Executive authority is vested in Her Majesty the Queen. The
Queens Representative is appointed upon the advice of the Cook Islands Government.
Executive Government lies with a cabinet comprising the Prime Minister and nine other
Ministers appointed by the Prime Minister.
The Cook Islands has growing international stature and is a member of
the South Pacific Forum, the Asian Development Bank and the Economic Commission for Asia
and the Pacific.
The Cook Islands economy is primarily tourism based however there has
been a substantial expansion in the offshore industry with the advent of innovative and
progressive legislation to facilitate the establishment of a variety of offshore
structures including international business companies, offshore banks, offshore insurance
companies and wealth preservation trusts.
Air New Zealand operates various Boeing 747 and 767 flights through
Rarotonga to Auckland, Tahiti, Hawaii, Los Angeles and Fiji, which provide direct access
to the United Kingdom, USA, South East Asia, Australia as well as Europe.
Rarotonga has a satellite international telephone and facsimile system.
Direct dialling to Rarotonga is available from most countries. Internet and e-mail access
is also freely available.
The official language is English however Cook Islands Maori is spoken
New Zealand Dollar.
Only in relation to certain dealings in New Zealand Dollars. There are
no local restrictions on the movement of funds to or from the Cook Islands in other
currencies and funds may be held and business transacted in the Cook Islands in any
TYPE OF LAW
Based on English Common Law.
PRINCIPAL CORPORATE LEGISLATION
The International Companies Act 1981-1982.
TYPE OF COMPANY FOR INTERNATIONAL TRADE AND INVESTMENT
International Business Companies, which may be no liability companies,
companies limited by guarantee, unlimited companies and mutual companies.
PROCEDURE TO INCORPORATE
Filing of Memorandum of Incorporation with the Registrar of
RESTRICTIONS ON TRADING
Cannot trade within the Cook Islands or undertake the business of
banking or insurance unless licensed under the Offshore Banking Act or the Offshore
POWERS OF COMPANY
A Cook Islands International Company has the same powers as a natural
LANGUAGE OF LEGISLATION AND CORPORATE DOCUMENTS
shelf COMPANIES AVAILABLE
TIME TO INCORPORATE
Anything identical to or similar to a company already incorporated.
LANGUAGE OF NAME
The name can be in any language but must be accompanied by a
translation in English.
SUFFIXES TO DENOTE LIMITED LIABILITY
Limited or Ltd.
DISCLOSURE OF BENEFICIAL OWNERSHIP TO AUTHORITIES
SHARE CAPITAL, TAXATION, LICENCE FEES &
ISSUED SHARE CAPITAL
There are no minimum requirements.
CLASSES OF SHARES PERMITTED
Bearer shares, preference shares, redeemable shares, shares with or
without voting rights and shares of no par value.
BEARER SHARES PERMITTED
International entities including International Companies are exempt
US$ 500 payable on the registration of the company and annually
All companies must lodge annual returns accompanied by audited accounts
however this latter requirement can be dispensed with by company resolution.
STRUCTURE OF MANAGEMENT
The minimum number of directors is one. Directors may be either a body
corporate or a natural person. They may of any nationality and need not be resident in the
A Cook Islands resident secretary must be appointed.
The minimum number of shareholders is one.
every effort has been made to ensure that the details contained herein are correct and
up-to-date, it does not constitute legal or other professional advice. We do not accept
any responsibility, legal or otherwise, for any errors or omissions.
Please go to our Uses of offshore Companies Page where you will
find interesting information on the benefits of using offshore companies and trusts for
business and personal use, links to information on other locations and details of our
products and services.
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