Search for a company name and reserve the proposed name online
Agency: Registrar General’s Department
The online name search system has been in place since 2004. The name reservation is available only for 28 days plus 2 extensions of 14 days each.
Time and cost: Less than 1 day (online procedure), BSD 25
A lawyer prepares and notarizes the company documents (memorandum and articles of association)
Agency: Lawyer or corporate service provider
Legally, only the memorandum has to be filed at the moment of the incorporation. Standard articles of association are available and the memorandum has to be a statutory declaration. Therefore, the most common scenario is to prepare both. Since 2001, the Bahamas has issued many provisions on anti-money laundering and since then the information requested from the client has increased. Usually, a client has to provide the law firm with a financial and a character reference. In addition to financial and character references and a notarised copy of the client’s passport, a client is also required to provide evidence of his or her current address, usually a notarised copy of a utility bill and a notarised copy of the passport and evidence of a current address for each of the directors.
The Affidavit, which records the oath of the subscribing witness, must be signed by said witnesses in the presence of a Notary Public. The Statutory Declaration is not mandatory under the Companies Act. However section 3(3) thereof states that if the Memorandum of Association is filed along with the Statutory Declaration, the Statutory Declaration shall be conclusive evidence of the capacity of the subscribers to the Memorandum. The Statutory declaration is not required to be executed by a Notary Public but instead by an attorney.
Time and cost: 1 day on average, usually about BSD 650 (BSD 100 to public treasury + BSD 550 register of company)
Stamp duty on the memorandum paid to the Public Treasury
Agency: Public Treasury
The fees includes BSD 100 stamp duty is payable on the first BSD 5,000 authorized capital of the company and BSD 5 for every additional BSD 1,000 authorized capital.
Time and cost: 1 day, BSD 100 stamp duty is payable on the first BSD 5,000 authorized capital of the company and BSD 5 for every additional BSD 1,000 authorized capital
File the company documents at the Companies Registry
Agency: Companies Registry
The registration is usually done by a lawyer or a corporate service provider. If submitted online, the fees are:BSD 1,000 for the incorporation and BSD 50 for Certified copy of the Memorandum and Articles of Association.
Entrepreneurs and certified providers have the option to submit in person, which will take roughly 10 days to receive the incorporation documents.
Time and cost: 3 days, BSD 1,000 for the incorporation and BSD 50 for certified copy of the Memorandum and Articles of Association.
Obtain the National Insurance Number from the National Insurance Board
Agency: National Insurance Board
The National Insurance Number is a requirement to obtain business license. According to the National Insurance Act, every employer has to have a national insurance employer’s number. This could be obtained at no cost and it can be done in a day (by mail or in person). The document required for registration is a certificate of incorporation.
Employer also registers the employees if they have not been registered already. Where an employee is being registered with the National Insurance Board they must provide a copy of a document that verifies their birth, i.e. a birth certificate, passport or affidavit.
Time and cost: 1 day, no charge
Register the company for a business license and VAT at the Department of Inland Revenue – Central Revenue Administration of the Ministry of Finance
Agency: Department of Inland Revenue – Central Revenue Administration of the Ministry of Finance
Under the Business License Act all persons carrying on business in The Bahamas must have a business license before operations commence, whether or not the business is owned by Bahamians. Since the coming into force of the Business License Act, 2010 (and it Amendment 2018) there is no longer a requirement to separately register the trading name of the company. The requested trading name is indicated on the Business Registration Form.
When the Business Registration Form is submitted online it must be accompanied by:
- Proof of citizenship of the beneficial owners of the company;
- A copy of the Certificate of Incorporation of the company;
- A copy of the Certificate of Registration from the National Insurance Board;
- A copy of the lease for the property;
- A copy of the Certificate of Sanitation from the Department of Environmental Health Services, depending on the nature of the business operations, a Certificate of Sanitation may or may not be required.
On 1 January, 2015, the Value Added Tax Act (the “VAT Act”) came into effect in The Bahamas. The VAT Act requires all persons, including companies, carrying on a business with an annual turnover of B$100,000 or more, or who have reasonable grounds to expect that the business will obtain an annual turnover of B$100,000 or more, to register with the VAT Department of the Ministry of Finance. VAT registrants are required charge and collect VAT at a standard rate of 12% on the supply of all goods and services (except goods and services which are exempt or zero-rated under the VAT Act) and remit the VAT collected to the Government of The Bahamas. In addition, persons meeting the registration threshold will be required to submit returns to the VAT Department on a monthly or quarterly basis.
Business are able to register for VAT at the same time as registering for the business license. In order to register for VAT the company must register within 14 days of commencing business if it is anticipated that it will meet the annual turnover threshold of B$100,000. The application for registration must be submitted through the VAT Department’s Online Tax Administration System (OTAS): vat.revenue.gov.bs, which will require the company to create a free online user account and complete and submit the VAT Registration Application. Once the VAT Department has approved the registration, which takes between 3 and 14 days, it will issue a Certificate of Registration to the company, which must be displayed in all locations where the company conducts business.
Time and cost: 5 days, no charge
Obtain a company seal
Agency: Registry Agency
A proof of seal has to be provided at the time of filing the first annual statement. Under Section 26 of the Companies Act of 1992, every company must have a common seal. Seals are locally manufactured and can usually be obtained within 2-3 business days at a cost of BSD 30- BSD 35. The company seal is ordered and supplied by the corporate service provider that incorporates the company.
Time and cost: 2 days on average (simultaneous with previous procedure), BSD 35
