Location:
Madeira is the largest island in a group of islands called Madeira. The
other islands are Selvageno, Deserta and Porto Santo. Madeira is situated
in the Atlantic Ocean, 545 miles from North Africa and 625 miles from Portugal.
The area is approximately 300 square miles. The capital of Madeira is Funchal.
Language: The
official language is Portuguese, but English is widely used in international
trade and commerce.
Population:
Madeira has a population of 265,000, and 100,000 people live in the capital.
Most of the inhabitants are of Portuguese origin.
Political System:
In 1419, Madeira was colonized by the Portuguese, and in 1976, it was given
partial political autonomy. The Madeiran Regional Parliament legislates
on Madeiran interests, but it cannot overrule decisions by the central
government in Lisbon. The political structure and the legislature are defined
by a Portuguese written constitution.
Legal System:
Madeira is a Civil Law jurisdiction, and many law firms specialize in International
Trade and Commerce as well as in offshore matters.
Taxation: Madeira
takes advantage of Portugal's double-taxation agreements and enjoys full
membership of the European Community. Double-taxation agreements exist
with following countries:
Austria
Belgium
Brazil
Denmark
Finland
France
Germany
Italy
Holland
Norway
Spain
Switzerland
United Kingdom
Incorporation:
There are two different kind of companies available for incorporation:
a Private Limited Company (Limitada) and a Stock Company (S.A.). Companies
that are established under the Madeiran Free Trade Zone (the Madeiran
Zona Franca) legislation are regulated as Portuguese companies and can
take advantage of Portugal's double-taxation agreements. However, a Madeiran
Free Trade Zone company is exempt from taxes until the year 2011. Companies
can be incorporated within 20 working days (subject to name approval), and
ready-made Private Limited companies are also available.
Private Limited Company:
This type of company requires only a limited review of the accounts, which
must be done by a licensed person who must also sign the balance sheet
and file them with the Tax Authorities. However, because the papers do not
have to be filed at the Public Registry, they are not available to the public.
The company must have a registered
office in Madeira where the accounting and statutory records with supporting
documentation
must be kept.
The minimum paid-up capital,
which is represented by quotas, is Esc. 400,000 with each quota not less
than Esc. 20,000. At least two subscribers are required, and there has to
be at least one director.
A Stock Company: Following
are requirements for incorporation:
The company name must be in
Portuguese unless the company name incorporates the name of a foreign shareholder.
The company must have a registered
office address in Madeira where the accounting and statutory records must
be kept with all supporting documents.
The company is subject to supervisory
controls regarding auditing of financial accounts by a resident qualified
auditor and the lodging of the audited accounts with the Tax Authorities
and the Public Registry.
Each January, an annual license
fee of US$ 1,000 must be paid.
There has to be a minimum of
five shareholders with a capital of not less than Esc. 1,000 each.
At least one director of any
nationality is required, but corporate directors are not allowed. Three
directors are required if the share capital exceeds Esc. 20 million.
Directors meetings can take
place anywhere in the world, but shareholders meetings must be held in Madeira.
Proxies can be appointed.
A share capital of Esc.5 million
is required with 30% paid up on incorporation and the remaining 70% within
five years after incorporation.
A document called " Pacto Social"
must state the specific and concise objects of the company.
A Private Limited Company may
issue bearer shares, and there is no need to file annual returns
Summary: Following
are some of the advantages of selecting Madeira as an offshore center:
Full membership of the E.E.C
Non-disclosure of beneficial
ownership
No Exchange controls
Excellent communications, economic
and commercial infrastructure
Exemption from domestic Madeiran
and Portuguese taxation until 2011
Excellent location for holding
companies because of the extensive double-taxation agreements
An well-established banking
system
Political, social and economic
stability
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