American offshore | US Delaware Inc. and Danish branch | Same-day delivery
American offshore - US Delaware Inc. and Danish branch
Obtain a taxfree American company with a Danish branch, bank account and VAT registration for €2,520
- US Delaware (American state) company with nominal owner and manager
- Danish branch of the company with CVR* number
- VAT registration of the branch in Denmark (without surety worth DKK 125,000)
- Same-day bank account and international debit card for the company
* Danish Centralized National Business Register
What benefits are there as an American company with a branch rather than an "ordinary" Danish ApS**?
** Private Limited Company (plc)
- No capital requirement of DKK 125,000 at time of incorporation.
- You pay only 28% in tax on money made in Denmark!! – the rest can be paid out to the parent company’s bank account (enclosed). Read evaluation from tax expert
- No auditing requirement
- CVR and VAT registration in two days without DKK 125,000 !!
- Better creditor protection – conceal ownership with nominal owner and manager
- Overseas account for the parent company
- No risk of bankruptcy - no corporate capital
- 100% tax exemption for the American parent company
Same-day delivery
Our unique selling point is that we have finalized incorporation of these companies and can therefore register the branch with the Danish Commerce and Companies Agency the same day you order. That means you can legally work from your new company the day documents are received at the Agency. The Agency normally assigns registration a CVR number within 24 hours.
Why this solution rather than an ordinary Anpartsselskab or plc?
|
Anpartsselskab/plc |
US Delaware + branch |
Capital requirement |
125,000.00 |
0.00 |
Concealed ownership |
Not possible * |
Yes |
Nominal manager |
- |
Yes |
Auditing requirement |
Yes ** |
No |
Can be VAT registered |
Yes |
Yes *** |
Corporate taxation |
28% **** |
28% |
Regulatory framework |
Danish Act on Ltd Liability Co. |
Danish Exec. Order (BKI) No. 43 of 31/08/1961 |
* Corporations, joint-stock companies, plc’s etc. are obliged to submit, together with their tax returns, information about name, address and the CPR (civil registration/commercial register (CVR/SE)) no. of shareholders who during the assessment year have owned at least 25% of the capital or control of more than 50% of the total voting power.
** Younger and smaller plc’s are eligible for exemption from auditing if so adopted at their AGM.
*** Yes and without security worth DKK 125,000 see more here
**** After corporate taxation, dividend can be paid out in plc’s (transferring profit to owner) to private individuals (with a Danish CPR number) in return for dividend taxation of 28%. In real terms, therefore, your rate of taxation on an ApS is 28% corporate tax + 28% dividend taxation.
Who owns the American company?
Since not being able to trace the rightful owner of the company is often a criterion, we set up companies with a full nominal structure; that is to say, no information about you exists anywhere in any registers whatsoever. You receive power of attorney signed by the company management giving you the right to act and transact for the company.
Nominees... then what?
The use of nominees means that you can remain anonymous, even though it is actually your company. But how do you really safeguard yourself when actually entrusting ownership to a third-party? There are internationally recognized methods, and we make use of them all.
- The nominal owner signs a "Declaration of trust", confirming to the bank and others that you are the actual owner (beneficiary) of the company.
- The nominal manager signs an undated notice of termination, so that you can make changes to the company whenever and however you wish.
- The nominal manager signs an undated declaration of intent, in which he declares that he has no claims on the company.
Accounts
The company’s business year always follows the calendar year. There is no need to send a tax return to the American tax authorities (Internal Revenue Service, IRS) if the company has no operations in the USA, Source: B. Christopher Daney, from: Wheeler, Wheeler, Wolfenden & Dwares
In the USA, annual reporting to the authorities simply consists of a merely one-page, so-called "Franchise Tax Report", which you automatically receive by e-mail when you have paid your corporate tax (this can be done online with a credit card, or our Back Office can do it for you).
According to Section 4(2) of the Danish Tax Control Act, the tax return in Denmark must be submitted no later than six months after the end of the income or assessment year (the accounting year) . Our Danish auditing partner will be pleased to help with the tax return.
The branch in Denmark
You must be registered in Denmark with a branch at a Danish address in order to be given a CVR or Centralized National Business Register number. The branch must have a Board of Directors and management. The branch manager must have full legal capacity under the Danish rules on legal competence. The branch manager can perfectly well be entitled to sign for the company and/or a director of the parent company at the same time. There is no stipulation that the branch manager must be resident in this country (Denmark). See more on the Danish Commerce and Companies Agency’s homepage
Please note that the branch manager should not have public debt to the tune of more than DKK 50,000 if it is wished to register the branch for VAT purposes, and that the branch manager must have a Danish personal ID (CPR) number if it is wished to register the branch for A-tax (i.e. tax deducted from income at source).
The name of the branch will be (your wish) branch of (name from our inventory list) INC Delaware. E.g. it may be the Olsen’s Floor Service branch of Nordic TTS INC Delaware. The provisions governing names of plc’s are otherwise set out in Section 2 of the Act. Branches are subject to Section 2 as well as Section 68(2) of the Act.
Bank account included in the price
After paying the branch’s corporate tax of just 28%, you can transfer the remainder to your company’s bank account. You will be issued with a cash card for the account. Read more about the ScandiCard here...
Receive electronic payments to your company with Easy Invoice
Your company comes complete with ScandiCard’s electronic billing system, Easy Invoice, enabling you to send invoices out from your foreign "parent company" and receive payments directly on your VISA Electron Debit Card
The agreement is made between the parent company and ScandiCard Solutions INC, and your Danish branch is therefore NOT affected by the sale for tax purposes. Your clients can pay via a bank or by credit card. Read more about Easy Invoice here
Is this legal?
The company CHEVRON DENMARK INC., DELAWARE, BRANCH IN DENMARK (American oil giant) has been registered in Denmark in this way for more than 30 years. The legal basis is a Danish executive order, BKI No. 43 of 31/08/1961 (current) – The friendship, commerce and navigation treaty between Denmark and the United States of America from 1951. See the executive order in full here
Advantages of Delaware as the parent company as compared to, say, the UK
- There is no requirement to pay in capital
- The annual "Franchise Tax" of USD 60 is the lowest in the USA, whereas tax in the UK is 19%.
- No corporate tax on revenues earned outside the USA. In the UK the tax is 19%
- There are no other taxes and dues
- You can legally keep your books outside the USA.
Note:
American Delaware companies pay tax only on earnings made in the USA. You must therefore make sure that you do not have business activities, bank accounts, clients, suppliers or employees from the USA. There are few costs connected with this structure in the USA. These are: the Annual Registered Agent Fee - $95.00 – and the Annual State of Delaware Franchise Tax - $60.00. In addition, there is an annual fee for the nominal owner and manager of €uro 330.00 (DKK 2,500). Includes the first year.
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Nominee
Nominee directors and owners assure your anonymity in all types of companies, and there are a number of documents that ensure your ownership status.
Nominee director - the nominee director is the actual director in the company. When you buy the company from us you receive an
undated notice and a
declaration of intent from the director, so that you at any time can replace your director without any problems.
Nominee owner - the nominee owner is the actual owner of your company, and to protect your assets you receive a
declaration of trust that combined with a
General Meeting protocol to your bank appoints you as the only person authorised to bind your company. Depending on the bank you work together with the nominee owner also signs a power of attorney declaration to the bank, which may be worded like this:
General Power of Attorney – with a comprehensive
general power of attorney issued by the nominee director; with that you can yourself open new bank accounts and issue new powers of attorney according to demand.