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222 187 (vi) a relative of that person or of his spouse if that relative has the same residence as that person; (4 "auditor" includes a partnership of auditors; (e) "beneficial interest" or "beneficial ownership" includes ownership through a trustee, legal represen- tative, agent or other intermediary; V) "body corpora...
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222) International Business Corporations (m) "record" includes any register, b o d o r other record that is required to be kept by a corporation or other body corporate; (n) "redeemable share" means a share issued by a corporation (i) that the corporation can purchase or redeem upon demand of the corporation, or (ii) t...
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LAWS OF ANTIGUA AND BARBUDA International Business Corporations (CAP. 222 189 PURPOSES O F A C T 3 7 1. ( 1 ) This Act is to receive such fair, large and Construing Act. liberal construction and interpretation as will best ensure the attainment of its purposes.
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(2) The purposes of this Act are (a) to encourage the development of Antigua and Barbuda as a responsible off-shore financial, trade and business centre; (b) to provide incentives by way of tax exemptions and benefits for off-shore business carried on from within Antigua and Barbuda; and (G) to enable the citizens of A...
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CONSEQUENTIAL AMENDMENTS 372. ( 1 ) Where a provision of this Act conflicts with $h",';";z: of a provision of any other Act, the provision of this Act prevails.
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(2) T o the extent provided under this section but without limiting the generality of any provision of Part 111, the follow- ing Acts do not apply in respect of international trades or businesses or to corporations governed by this Act: (a) the Bankers Books (Evidence) Act applies in respect of a n international bankin...
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222) International Business Corporations LAWS OF ANTIGUA AND BARBUDA (e) the Insurance (Licence) Act, does not apply in respect of any International insurance business tran- sacted by an international insurance corporation; V) the International Business Companies (Exemp- tion from Income Tax) Act, does not apply to a c...
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LAWS OF ANTIGUA AND BARBUDA International Business Corporations (CAP. 222 191 SCHEDULE I INTERNATIONAL BUSINESS CORPORATIONS ACT ARTICLES O F INCORPORATION (SECTION 5 (2)) 1. Name of Corporation 2. Where the registered office is to be situated. 3. The classes and any number of shares the corporation is authorized ...
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7. Other Divisions, if any. 8. Incorporator(s): NAMES ADDRESSES SIGNATURE FOR MINISTRY USE ONLY CORPORATION NO. FILED: FORM I 192 CAP. 222) International Business Corporations LAWS OF ANTIGUA AND BARBUDA SCHEDULE I1 INTERNATIONAL BUSINESS CORPORATIONS ACT ARTICLES O F CONTINUANCE (SECTIONS 176 (1) AND 182 (1)) 1. ...
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4. Restrictions if any of share transfers. 5. Number (or minimum and maximum number) of Directors. 6. Restriction on business the corporation may carry on. FOR MINISTRY USE ONLY CORPORATION NO. FILED: FORM I1
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Guidance for Financial Institutions Requesting the Form The Following pages contain an example of a form that could be used to collect data from entities in relation to the CRS. This form has been devised following the input of various industry experts on CRS, as an example, as to what could be used in order to attemp...
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It should not be seen as a mandatory form. Each financial Institution is free to use its own form, but as a minimum a financial institution should collect the mandatory data detailed in the CRS commentary in accordance with local rules and guidance. Each Financial Institution also may need to modify this form based o...
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Financial Institutions may also be able to collect the information required to be reported in another way (i.e., other than on the self-certification). For a self-certification to be valid, however, it generally must contain the Account Holder’s (i) name, (ii) address, (iii) jurisdiction(s) of residence for tax purpos...
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Jurisdictions adopting the wider approach may require that the self-certification include a tax identifying number for each jurisdiction of residence (rather than for each Reportable Jurisdiction). Financial Institutions should consider the blue text contained in square brackets and use the language that fits their op...
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In Part 4, please also note that the CRS does not require a Financial Institution to collect a certified copy of the power of attorney; the form includes this language as optional on the part of the Financial Institution.
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If a Financial Institution knows or has reason to know that a self-certification is incorrect, it is expected that in the course of the account opening procedures the Reporting Financial Institution would obtain either (i) a valid self- certification, or (ii) a reasonable explanation and documentation (as appropriate) ...
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INTERNAL - Page 1 of 12 Entity tax residency self-certification form INSTRUCTIONS CRS - E Please read these instructions before completing the form. “Regulations based on the OECD Common Reporting Standard (“CRS”)”] require [insert “Financial Institutions” or insert the individual Financial Institution’s name] to coll...
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Italy) or following text “the country where the FI maintaining the account is located”], we may be legally obliged to pass on the information in this form and other financial information with respect to your financial accounts to [insert: name of local tax authorities (e.g.
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HMRC) or text” the tax authorities in the country where the FI is located”] and they may exchange this information with tax authorities of another jurisdiction or jurisdictions pursuant to intergovernmental agreements to exchange financial account information. You can find summaries of defined terms such as an account...
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This form will remain valid unless there is a change in circumstances relating to information, such as the acount holder’s tax status or other mandatory field information, that makes this form incorrect or incomplete. In that case you must notify us and provide an updated self-certification. This form is intended to ...
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If you are an individual account holder or sole trader or sole proprietor do not complete this form. Instead please complete an “Individual tax residency self-certification form.” For joint or multiple account holders please complete a separate form for each account holder. If the Account Holder is a U.S. tax residen...
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For more information on tax residence, please consult your tax adviser or the information at the OECD automatic exchange of information portal.
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Where the Account Holder is a Passive NFE, or an Investment Entity located in a Non-Participating Jurisdiction managed by another Financial Institution Please provide information on the natural person(s) who exercise control over the Account Holder (individuals referred to as “Controlling Person(s)”) by completing a “C...
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This information should be provided by all Investment Entities located in a Non-Participating Jurisdiction and managed by another Financial Institution. You should indicate the capacity in which you have signed in Part 4. For example you may be the custodian or nominee of an account on behalf of the account holder, o...
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Your tax adviser may be able to assist you in answering specific questions on this form. Your domestic tax authority can provide guidance regarding how to determine your tax status. You can also find out more, including a list of jurisdictions that have signed agreements to automatically exchange information, along w...
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INTERNAL - Page 2 of 12 Entity tax residency self-certification FORM - (please complete parts 1-3 in BLOCK CAPITALS) Part 1 –Identification of Account Holder A. Legal Name of Entity/Branch* B. Country of incorporation or organisation C. Current Residence Address Line 1 (e.g. House/Apt/Suite Name, Number, Street, if ...
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Town/City/Province/County/State)* Country * Postal Code/ZIP Code (if any)* D. Mailing Address (please only complete if different to the address shown in Section C above) Line 1 (e.g. House/Apt/Suite Name, Number, Street) Line 2 (e.g. Town/City/Province/County/State) Country Postal Code/ZIP Code Part 2 – Entity Type P...
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(a) Financial Institution – Investment Entity i. An Investment Entity located in a Non-Participating Jurisdiction and managed by another Financial Institution (Note: if ticking this box please also complete Part 2(2) below) ii.
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Other Investment Entity ☐ ☐ (b) Financial Institution – Depository Institution, Custodial Institution or Specified Insurance Company ☐ If you have ticked (a) or (b) above, please provide, if held, the Account Holder’s Global Intermediary Identification Number (“GIIN”) obtained for FATCA purposes. . . .
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INTERNAL - Page 3 of 12 (c) Active NFE – a corporation the stock of which is regularly traded on an established securities market or a corporation which is a related entity of such a corporation ☐ If you have ticked (c), please provide the name of the established securities market on which the corporation is regularly ...
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If you have ticked 1(a)(i) or 1(g) above, then please: (d) a. (e) Indicate the name of any Controlling Person(s) of the Account Holder:* ☐ ☐ ☐ ☐ _________________________________________________________________________________________________ (f) ________________________________________________________________________...
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Complete “Controlling Person tax residency self-certification form” for each Controlling Person.
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* Please see the definition of Controlling Person in Appendix INTERNAL - Page 4 of 12 Part 3 – Country/Jurisdiction of Residence for Tax Purposes and related Taxpayer Identification Number or functional equivalent* (“TIN”) (see Appendix) Please complete the following table indicating (i) where the Account Holder is tax...
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Countries/Jurisdictions adopting the wider approach may require that the self-certification include a tax identifying number for each jurisdiction of residence (rather than for each Reportable Jurisdiction). If the Account Holder is not tax resident in any country/jurisdiction (e.g., because it is fiscally transparent...
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If the Account Holder is tax resident in more than three countries/jurisdictions, please use a separate sheet If a TIN is unavailable please provide the appropriate reason A, B or C where appropriate: Reason A - The country/jurisdiction where the Account Holder is resident does not issue TINs to its residents Reason B ...
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(Note. Only select this reason if the domestic law of the relevant jurisdiction does not require the collection of the TIN issued by such jurisdiction) Country/Jurisdiction of tax residence If no TIN available enter Reason A,B or C TIN 1 2 3 Please explain in the following boxes why you are unable to obtain a TIN if y...
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1 2 3 INTERNAL - Page 5 of 12 Part 4 – Declaration and Signature* I understand that the information supplied by me is covered by the full provisions of the terms and conditions governing the Account Holder’s relationship with [insert following text “the Financial Institution that maintains the account” or insert FI’s n...
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I acknowledge that the information contained in this form and information regarding the Account Holder and any Reportable Account(s) may be reported to the tax authorities of the country/jurisdiction in which this account(s) is/are maintained and exchanged with tax authorities of another country/jurisdiction or countri...
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I certify that I am authorised to sign for the Account Holder in respect of all the account(s) to which this form relates. I declare that all statements made in this declaration are, to the best of my knowledge and belief, correct and complete.
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I undertake to advise [the Financial Institution/insert FI’s name] within [XX] days of any change in circumstances which affects the tax residency status of the Account Holder identified in Part 1 of this form or causes the information contained herein to become incorrect or incomplete (including any changes to the inf...
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Signature:* ________________________________________________ Print name:* ________________________________________________ Date:* (dd/mm/yyyy) ________________________________________________ Note: Please indicate the capacity in which you are signing the form (for example ‘Authorised Officer’). If signing under a pow...
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Capacity: * ____________________________________________ INTERNAL - Page 6 of 12 Appendix – Summary Descriptions of Select Defined Terms Note: These are selected summaries of defined terms provided to assist you with the completion of this form. Further details can be found within the OECD “Common Reporting Standard f...
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This can be found at the OECD automatic exchange of information portal. If you have any questions then please contact your tax adviser or domestic tax authority. “Account Holder” The “Account Holder” is the person listed or identified as the holder of a Financial Account by the Financial Institution that maintains th...
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Thus, for example, if a trust or an estate is listed as the holder or owner of a Financial Account, the trust or estate is the Account Holder, rather than the trustee or the trust’s owners or beneficiaries. Similarly, if a partnership is listed as the holder or owner of a Financial Account, the partnership is the Acco...
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A person, other than a Financial Institution, holding a Financial Account for the benefit or account of another person as agent, custodian, nominee, signatory, investment advisor, or intermediary, is not treated as holding the account, and such other person is treated as holding the account. “Active NFE” An NFE is an ...
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In summary, those criteria refer to: active NFEs by reason of income and assets; publicly traded NFEs;    Governmental Entities, International Organisations, Central Banks, or their wholly owned Entities;    NFEs that are liquidating or emerging from bankruptcy;   treasury centres that are members of a nonfinan...
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holding NFEs that are members of a nonfinancial group; start-up NFEs; An entity will be classified as Active NFE if it meets any of the following criteria: a) b) c) less than 50% of the NFE’s gross income for the preceding calendar year or other appropriate reporting period is passive income and less than 50% of the as...
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continue or recommence operations in a business other than that of a Financial Institution; the NFE primarily engages in financing and hedging transactions with, or for, Related Entities that are not Financial Institutions, and does not provide financing or hedging services to any Entity that is not a Related Entity, p...
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Note: Certain entities (such as U.S. Territory NFFEs) may qualify for Active NFFE status under FATCA but not Active NFE status under the CRS. “Control” “Control” over an Entity is generally exercised by the natural person(s) who ultimately has a controlling ownership interest (typically on the basis of a certain perc...
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25%)) in the Entity. Where no natural person(s) exercises control through ownership interests, the Controlling Person(s) of the Entity will be the natural person(s) who exercises control of the Entity through other means. Where no natural person(s) is/are identified as exercising control of the Entity through ownersh...
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“Controlling Person(s)” “Controlling Persons” are the natural person(s) who exercise control over an entity. Where that entity is treated as a Passive Non-Financial Entity (“Passive NFE”) then a Financial Institution is required to determine whether or not these Controlling Persons are Reportable Persons.
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This definition corresponds to the term “beneficial owner” described in Recommendation 10 and the Interpretative Note on Recommendation 10 of the Financial Action Task Force Recommendations (as adopted in February 2012).
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In the case of a trust, the Controlling Person(s) are the settlor(s), the trustee(s), the protector(s) (if any), the beneficiary(ies) or class(es) of beneficiaries, or any other natural person(s) exercising ultimate effective control over the trust (including through a chain of control or ownership).
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Under the CRS the settlor(s), the trustee(s), the protector(s) (if any), and the beneficiary(ies) or class(es) of beneficiaries, are always treated as Controlling Persons of a trust, regardless of whether or not any of them exercises control over the activities of the trust.
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INTERNAL - Page 8 of 12 Where the settlor(s) of a trust is an Entity then the CRS requires Financial Institutions to also identify the Controlling Persons of the settlor(s) and when required report them as Controlling Persons of the trust. In the case of a legal arrangement other than a trust, “Controlling Person(s) m...
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“Custodial Institution” The term “Custodial Institution” means any Entity that holds, as a substantial portion of its business, Financial Assets for the account of others.
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This is where the Entity’s gross income attributable to the holding of Financial Assets and related financial services equals or exceeds 20% of the Entity’s gross income during the shorter of: (i) the three-year period that ends on 31 December (or the final day of a non-calendar year accounting period) prior to the yea...
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"Depository Institution" The term “Depository Institution” means any Entity that accepts deposits in the ordinary course of a banking or similar business. “FATCA” FATCA stands for the U.S. provisions commonly known as the Foreign Account Tax Compliance Act, which were enacted into U.S. law as part of the Hiring Incent...
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FATCA creates a new information reporting and withholding regime for payments made to certain non-U.S. financial institutions and other non-U.S. entities. “Entity” The term “Entity” means a legal person or a legal arrangement, such as a corporation, organisation, partnership, trust or foundation. This term covers any...
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a natural person). “Financial Institution” The term “Financial Institution” means a “Custodial Institution”, a “Depository Institution”, an “Investment Entity”, or a “Specified Insurance Company”. Please see the relevant domestic guidance and the CRS for further classification definitions that apply to Financial Inst...
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"Investment Entity” The term “Investment Entity” includes two types of Entities: (i) an Entity that primarily conducts as a business one or more of the following activities or operations for or on behalf of a customer:  Trading in money market instruments (cheques, bills, certificates of deposit, derivatives, etc.
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); foreign exchange; exchange, interest rate and index instruments; transferable securities; or commodity futures trading; Individual and collective portfolio management; or   Otherwise investing, administering, or managing Financial Assets or money on behalf of other persons. Such activities or operations do not in...
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(ii) ”The second type of “Investment Entity” (“Investment Entity managed by another Financial Institution”) is any Entity the gross income of which is primarily attributable to investing, reinvesting, or trading in Financial Assets where the Entity is managed by another Entity that is a Depository Institution, a Custod...
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INTERNAL - Page 9 of 12 “Investment Entity located in a Non-Participating Jurisdiction and managed by another Financial Institution” The term “Investment Entity located in a Non-Participating Jurisdiction and managed by another Financial Institution” means any Entity the gross income of which is primarily attributable ...
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“Investment Entity managed by another Financial Institution” ”An Entity is “managed by” another Entity if the managing Entity performs, either directly or through another service provider on behalf of the managed Entity, any of the activities or operations described in clause (i) above in the definition of ‘Investment ...
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Where an Entity is managed by a mix of Financial Institutions, NFEs or individuals, the Entity is considered to be managed by another Entity that is a Depository Institution, a Custodial Institution, a Specified Insurance Company, or the first type of Investment Entity, if any of the managing Entities is such another E...
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“Non-Reporting Financial Institution” A Non-Reporting Financial Institution” means any Financial Institution that is:      a Governmental Entity, International Organisation or Central Bank, other than with respect to a payment that is derived from an obligation held in connection with a commercial financial activi...
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“Participating Jurisdiction” A “Participating Jurisdiction” means a jurisdiction with which an agreement is in place pursuant to which it will provide the information required on the automatic exchange of financial account information set out in the Common Reporting Standard and that is identified in a published list.
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“Participating Jurisdiction Financial Institution” The term “Participating Jurisdiction Financial Institution means (i) any Financial Institution that is tax resident in a Participating Jurisdiction, but excludes any branch of that Financial Institution that is located outside of that jurisdiction, and (ii) any branch ...
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“Passive NFE” Under the CRS a “Passive NFE” means any NFE that is not an Active NFE. An Investment Entity located in a Non-Participating Jurisdiction and managed by another Financial Institution is also treated as a Passive NFE for purposes of the CRS. INTERNAL - Page 10 of 12 “Related Entity” An Entity is a “Related...
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For this purpose control includes direct or indirect ownership of more than 50% of the vote and value in an Entity. “Reportable Account” The term “Reportable Account” means an account held by one or more Reportable Persons or by a Passive NFE with one or more Controlling Persons that is a Reportable Person. “Reportab...
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“Reportable Jurisdiction Person” A Reportable Jurisdiction Person is an Entity that is tax resident in a Reportable Jurisdiction(s) under the tax laws of such jurisdiction(s) - by reference to local laws in the country where the Entity is established, incorporated or managed.
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An Entity such as a partnership, limited liability partnership or similar legal arrangement that has no residence for tax purposes shall be treated as resident in the jurisdiction in which its place of effective management is situated. As such if an Entity certifies that it has no residence for tax purposes it should ...
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Dual resident Entities may rely on the tiebreaker rules contained in tax conventions (if applicable) to determine their residence for tax purposes.
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“Reportable Person” A “Reportable Person” is defined as a “Reportable Jurisdiction Person”, other than:       a corporation the stock of which is regularly traded on one or more established securities markets; any corporation that is a Related Entity of a corporation described in clause (i); a Governmental Entity...
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Instead, such Investment Entities are treated as Passive NFE’s.) “Resident for tax purposes” Each jurisdiction has its own rules for defining tax residence, and jurisdictions have provided information on how to determine whether an entity is tax resident in the jurisdiction on the OECD automatic exchange of informatio...
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Generally, an Entity will be resident for tax purposes in a jurisdiction if, under the laws of that jurisdiction (including tax conventions), it pays or should be paying tax therein by reason of his domicile, residence, place of management or incorporation, or any other criterion of a similar nature, and not only from ...
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Dual resident Entities may rely on the tiebreaker rules contained in tax conventions (if applicable) to solve cases of double residence for determining their residence for tax purposes. An Entity such as a partnership, limited liability partnership or similar legal arrangement that has no residence for tax purposes sh...
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For additional information on tax residence, please talk to your tax adviser or see the OECD automatic exchange of information portal. INTERNAL - Page 11 of 12 “Specified Insurance Company" The term “Specified Insurance Company” means any Entity that is an insurance company (or the holding company of an insurance comp...
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“TIN” (including “functional equivalent”) The term “TIN” means Taxpayer Identification Number or a functional equivalent in the absence of a TIN. A TIN is a unique combination of letters or numbers assigned by a jurisdiction to an individual or an Entity and used to identify the individual or Entity for the purposes o...
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Some jurisdictions do not issue a TIN. However, these jurisdictions often utilise some other high integrity number with an equivalent level of identification (a “functional equivalent”). Examples of that type of number include, for Entities, a Business/company registration code/number. INTERNAL - Page 12 of 12
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LAWS OF ANTIGUA AND BARBUDA Business Names (CAP. 63 1 CHAPTER 63 T H E BUSINESS NAMES ACT Arrangement of Sections Section 1. Short title. 2. Interpretation. 3 . Firms and persons to be registered. 4. Registration by nominee, etc. 5. Manner and particulars of registration. 6. Statement to be signed by person...
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10. Disability of persons in default. 11. Penalty for false statements. 12. Duty to furnish particulars to Registrar. 13. Registrar to file statement and issue certificate of registration. 14. Index to be kept. 15. Removal of names from register. 16. Misleading business names. 17. Inspection of statement...
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22. Expenses. FIRST SCHEDULE. SECOND SCHEDULE. LAWS OF ANTIGUA AND BARBUDA Business N a m e s (CAP. 63 3 BUSINESS NAMES AN ACT to provide for the names under which per- sons may carry on business in Antigua and Barbuda and for the registration of firms and persons carrying on business under business names and for ...
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"business" includes a profession; "business names" means the name or style under which any business is carried on, whether in partnership or otherwise; "christian name" includes any forename; "firm" means an unincorporated body of two or more individuals, and one or more corporations, or two or more corporations, who h...
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4 CAP. 63) Business Names LAWS OF ANTIGUA AND BARBUDA (2) I n case of a peer or person usually known by a title different from his surname, the title by which he is known shall be substituted in this Act for his surname. Firms and persons to be registered. 3.
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(1) The following shall be registered in the man- ner directed by this Act: (a) every firm having a place of business in Antigua and Barbuda and carrying on business under a business name which does not coilsist of the true surnames of all partners who are individuals and the corporate names of all partners who are cor...
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(2) Where the addition merely indicates that the business is carried on in succession to a former owner of the business, that addition shall not of itself render registra- tion necessary. (3) Where two or more individual partners have the same surname, the addition of an "s" at the end of that surname shall not of its...
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(5) A purchase or acquisition of property by two or more persons as joint tenants or tenants in common is not of itself to be deemed carrying on a business whether or not the owners share any profits arising from sale thereof. LAWS OF ANTIGUA AND BARBUDA Business Names (CAP. 63 4.
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(1) Where a firm, individual or company having ~I$;Z.O,:~~Y a place of business in Antigua and Barbuda- (a) carries on the business wholly or mainly as a nominee or trustee of or for another persoil or another company; or ( b ) acts as general agent for any foreign firm, such individual or corporation shall be register...
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First Schedule. (2) Where the business referred to in subsection (1) is carried on by a trustee in bankruptcy or a receiver or manager appointed by the court, registration under this section shall not be necessary. 5 . (1) Every firm or person required under this Act Manner and particulars of to be registered shall ...
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ing to the Registrar a statement in writing in the prescribed form containing the following particulars- ( a ) the business name; ( 6 ) the general nature of the business; ( 6 ) the principal place of business; (6) where the registration to be effected is that of a firm, the present christian name and surname, any form...
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6 CAP. 63) Business Names LAWS OF ANTIGUA AND BARBUDA Statement to be signed by persons registering. ( 2 ) Where a business is carried on under two or more business names, each of those business names must be stated. 6.
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The statement required for the purpose of registra- tion must, in the case of an individual, be signed by him and, in the case of a firm, either by all the individuals who are partners and by a director or the secretary of all cor- porations which are partners or by some individual who is a partner or a director or the...
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Time for registration. 7. (1) The particulars required to be furnished under this Act shall be furnished within fourteen days after the firm or person commences business. Registration of changes in firm. ( 2 ) This section shall apply, in the case where registra- tion is required in consequence of a change of name,...
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Whenever a change is made or occurs in any of the particulars registered in respect of any firm or person, such firm or person shall, within fourteen days after such change or such longer period as the Registrar may, on application being made in any particular case, whether before or after the expiration of such fourte...
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LAWS OF ANTIGUA AND BARBUDA Business Names (CAP. 63 7 9.
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Where any firm or person is by this Act required Penalty for default in to furnish a statement of particulars or of any change in par- titulars, without reasonable excuse, makes default in so doing in the manner and within the time specified by this Act, every partner in the firm or the person so in default is liable o...
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10. (1) Where any firm or person by this Act is Disability ersons in of required to furnish a statement of particulars or of any change $,fault.
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in particulars makes default in so doing, then the rights of that defaulter under or arising out of any contract made or entered into by or on behalf of such defaulter in relation to the business in respect of the carrying on of which par- ticulars were required to be furnished at any time while he is in default shall ...
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