Cook Islands
Company Formation Services
Key Aspects

An advancing Offshore Jurisdiction

The Cook Islands stands as a forward-thinking offshore jurisdiction, with sophisticated and innovative legislation tailored to cater to:

In the following sections, we will delve into the offshore regulations of the Cook Islands and the comprehensive services offered by TBA & Associates.

Trust Companies

In the Cook Islands, a company cannot engage in trustee business unless it is incorporated in compliance with the Cook Islands Trustee Companies Act of 1981-1982. The scope of trustee business is quite broad and encompasses roles like acting as a trustee, executor, or administrator. Incorporation and suitability assessments are overseen by the Cook Islands Financial Supervisory Commission, including minimum capital requirements.

Cook Islands International Companies

Under the International Companies Act of 1981-1982, a company may be incorporated in Cook Islands as an international company if its shareholders are non-residents of the Cook Islands. It’s worth noting that a trustee company incorporated under the Trustee Companies Act of 1981-1982 can hold shares in an international company, even as the sole shareholder. TBA & Associates can assist you incorporating an international company in Cook Islands within 24 hours upon receiving instructions.

Setting up a Company in Cook Islands

Key Features

Insurance Companies

The Cook Islands’ insurance legislation facilitates the establishment and operation of captive insurance and reinsurance companies. Licensing for offshore insurance business is regulated by the Offshore Insurance Acts of 1981-1982 and 1984. 

Banking and Merchant Banks

Banking activities in the Cook Islands necessitate a license from the Financial Supervisory Commission under the Banking Act of 2003. Licensed banks must maintain a physical presence in the Cook Islands, defined as having management and operations based within the islands.

International Trusts

Under the Cook Islands International Trusts Act of 1984, Trusts are sheltered from common law and statutory laws inconsistent with the Act. Trust formation is facilitated by licensed Trustee Companies. The legislation provides a tax-effective environment for tax planning and asset protection.

Cook Islands Partnerships

The International Partnerships Act of 1984 governs the incorporation of partnerships in the Cook Islands, exempting partners from taxation and duties within the Cook Islands. Partnerships must consist of non-resident partners, with at least one being a trustee company, an international company, or an incorporated foreign company.

This Act also permits the formation of Cook Islands limited partnerships, including general and limited partners. Cook Islands company formation is straightforward, and the partnership agreement need not be filed. Strict secrecy and confidentiality provisions apply.

For more details on captive insurance and reinsurance companies, or any other specific information, please contact TBA & Associates.

Cook Islands
Corporate Taxation

Cook Islands International Company (CIC)

A Cook Islands international company (referred to as “CIC”) essentially functions as a private corporation suitable for a wide range of international business activities. It boasts a straightforward organizational structure with minimal reporting and record-keeping requirements. It’s important to note that the CIC Registrar maintains privacy regarding the details of directors and shareholders, unless these shareholders request otherwise.

In response to the risk of potential blacklisting by the EU, the Cook Islands has, in line with other jurisdictions, eliminated the exemption from company tax that previously applied. This exemption no longer extends to any new company. International Companies incorporated after December 2019 are now subject to Cook Islands company tax at a rate of 20% on their profits, in accordance with the Cook Islands Income Tax Act of 1997 and the Cook Islands VAT Act of 1997. Dividends paid to foreign shareholders are subject to a 15% withholding tax. Companies that existed prior to December 2019 have until December 2022 to fulfill these requirements.

Cook Islands Limited Liability Companies
Full Tax Exempt Entity

A Cook Islands Limited Liability Company (LLC) combines elements of a partnership and a corporate structure. It is often incorporated to serve as an underlying asset holding company within an Asset Protection Trust structure, providing a layer of limited liability protection for members against the debts incurred by the LLC. A Cook Islands LLC, when used in conjunction with a Cook Islands Asset Protection Trust, offers one of the most secure methods of asset protection available.

Cook Islands LLCs offer several advantages:

• Annual filing of accounts is not mandatory.
• Information about members and managers is kept confidential.
• Foreign creditors have limited capacity, and foreign court orders are not recognized in the Cook Islands.
• Members and managers cannot be held liable for the LLC’s debts.
• Single-member LLCs are permitted.
• Creditors cannot issue a charging order or interfere with the company’s operations.

Moreover:

In case LLC members are not resident in Cook Islands
Place of Business and >Management is overseas
Incomes are generated outside Cook Islands

• The Cook Islands Limited Liability Company is full Tax Exempt.

Setting up a Cook Islands LLC is a structurally flexible and cost-effective process that can be completed within two days.