Our website uses  cookies for statistical purposes.

Our Articles

Open a Foundation in Gibraltar

Open a Foundation in Gibraltar

In order to open a foundation in Gibraltar, investors need to register the Charter and the Rules, thus effectively registering a legal entity with a separate legal personality, intended to hold property for one or more beneficiaries.

Our agents who specialize in company formation in Gibraltar can assist investors with drawing up the foundation’s Charter, as well as with structuring this legal entity as a company. Observing the rules for private foundations is essential during this process, and our specialists can help investors understand and comply with the provisions of the Private Foundations Act.

Foundation characteristics

The foundation is a legal entity that can be set up for purposes personal asset protection purposes, or philanthropic/charitable purposes. It is not a condition to set up a foundation in Gibraltar solely for charitable purposes, as this type of entity can be set up as long as its purposes are not unlawful or contrary to public policy.

The foundation is set up by one or more founders, who will also draw up its Charter and Rules, as previously mentioned. Below, our specialists in company registration in Gibraltar outline the roles of each party to a foundation:

  • The founder: the one who establishes the foundation and provides the initial assets; they have general powers, and also decide who the beneficiaries are;
  • The councilor: the party appointed to manage the foundation; it acts on behalf of the Charter and Rules; in some cases, the councilor can also be a beneficiary;
  • Guardian: acts in the best interest of the beneficiary, according to the foundation’s constitutive documents;
  • Beneficiary: the party or parties who will benefit from the assets of the foundation, as described by the founder.

How to open a foundation in Gibraltar

Foreign investors seeking to set up a foundation in Gibraltar can do so by incorporating one of the following types of companies:

  • company limited by guarantee with a share capital,
  • company limited by guarantee without a share capital.

A company limited by guarantee or limited by shares can be de-registered as a company and re-registered as a foundation. Company owners in Gibraltar should also note that a public limited company or a company licensed under the Financial Services Act cannot be de-registered and registered as a foundation.

For assistance in setting up any of the companies above you can request the services of our Gibraltar agents in company registration. You don’t have to travel to Gibraltar, if you are a foreign investor, in order to open a company. You can give us a power of attorney and we will act on your behalf for the company formation process. The same you can do in other European countries too, such as Portugal, where you can open a company in just a few days with a power of attorney.

Registering a foundation in Gibraltar

The company limited by guarantee is the only legal form the EU acknowledges a foundation established in Gibraltar. In order to open a foundation in Gibraltar, the following conditions must be fulfilled:

  • the form of incorporation must be a company limited by guarantee with or without a share capital,
  • the name of the company must contain the word “foundation” at the end,
  • the Memorandum must specify the company’s object of activity is to maintain the assets of certain persons,
  • the company must have a Gibraltar resident as a director or shareholder.

Our agents in Gibraltar can prepare the Memorandum of a foundation

Once the foundation is registered accordingly, it receives a number and a certificate of establishment. Overseas foundations can also be registered in Gibraltar and, for this purpose, they will need to provide adequate documentation, including proof that they have been de-registered

You can watch the video below for more information on how to open a foundation in Gibraltar:

Compliance requirements for Gibraltar foundations

Apart from observing the rules for the foundation Charter, and the requirements to register the foundation accordingly, the founders will also need to observe the rules for filings that are to be made by foundations.

Our agents specializing in company incorporation in Gibraltar summarize the most important requirements below:

  • The foundation needs to file annual returns, within 28 days after the anniversary of the foundation’s registration; when such a legal entity fails to observe the requirements, it can be wound up by Court order;
  • Individuals who open a foundation in Gibraltar will need to observe the rules for accounting; the foundation will need to keep accurate records in the form of updated books of account (which are to be kept at its registered office);
  • Any changes brought to the foundation’s particulars after its registration need to be duly notified to the Registrar within 21 days of their occurrence.

If you wish to set up a company in Gibraltar and register it as a foundation, our team reminds you of the following taxes and fees:

  • A resident foundation in Gibraltar is subject to a 12.5% tax;
  • The de-registration of a company and its re-registration as a foundation is subject to a £100 fee;
  • The urgent registration for the change of particulars (same-day registration for name or registered office change) has a fee of £200.

The fees above are valid as per the Private Foundations Act and may be subject to change.

The advantages of setting up a Gibraltar foundation

Among the advantages of opening a foundation in Gibraltar are:

  • it is a good way of protecting family assets,
  • it is an effective means against debt collection procedures,
  • it can be used as an estate planning solution,
  • it can be used as a tax planning method.

Another advantage of a Gibraltar foundation is that the name of the shareholder can remain undisclosed to the public.

Under the Income Tax Act, Gibraltar foundations can benefit from tax exemptions. Our Gibraltar agents can explain what the tax benefits of foundations are. You can also contact us for help setting up a foundation in Gibraltar.