[TYPE THE COMPANY NAME]

The Curacao Company

Profile
Sadekya Fiduciary Partners
By: Rudsel Lucas
st
By:December
Rudsel1Lucas
2010

12/1/2010
 Sadekya.com

1.0 Curacao Jurisdiction Profile

As per October 10, 2010, the Netherlands Antilles as a jurisdiction within the Kingdom of the Netherlands
has been dissolved. Consequently in its place, two new jurisdictions Curacao and St. Maarten came into
existence. Curacao and St. Maarten are the legal successors of the Netherlands Antilles once the
Netherlands Antilles, ceased to exist as a jurisdiction. The other three Islands, Bonaire, Saba and St.
Eustatius became Overseas Municipally of the Netherlands (OMON).

The Dutch monarch remained as the head of state and will oversee foreign affairs and defense.
The citizens of the Curacao will continue carrying the Dutch nationality, and EU passports.

Curacao lies in the Southern part of the Caribbean, less than fifty miles north of South America and has a
population of approximately 160,000. The capital of Curacao is Willemstad which is in the main finance
centre and seat of Government. Curacao forms part of the Kingdom of the Netherlands, and is therefore
an associate member of the European Union. However, Curacao has full internal autonomy with a
parliamentary democracy based on the Netherlands.

Curacaos' main sources of income are considered shipping, tourism and financial services, with excellent
communications and air services in place to support this. he local currency is the Guilder, fixed to the US
dollar at the rate of US$1: Nafl1.78, The standards of living on Curacao is considered amongst the
highest in the Caribbean.
The official language is Dutch however; English and Spanish are widely spoken in the business
community.

The islands ideal geographical position with its close connectivity and relationship to Europe, its stable
political, legal and financial environment make Curacao the ideal financial and logistical focal point for
doing business.
 Sadekya.com

1.2 The Curacao Holding Company

Participation exemption
Under the Curacao participation exemption regime, dividend income and capital gains derived from
qualifying share interests are tax exempt.

Qualifying share interests

 Curacao holding company ("NA Holdco") holds at least 5% of the nominal paid-in share capital of the
subsidiary, which has a capital that is wholly or partially divided into shares; or
 NA Holdco holds at least 5% of the voting power in the subsidiary, which has a capital that is wholly
or partially divided into shares; or
 NA Holdco is a member of a cooperative association; or
 The cost price of the investment in the subsidiary by NA Holdco exceeds approximately USD
500,000.
 the subsidiary is subject to a nominal profit tax rate of 10% in its country of residence, or if
 the subsidiary does not qualify as a passive investment for Curacao tax purposes.

Benefits
Under the participation exemption, certain income derived from a qualifying shareholding in a company
is 100% tax exempt. Income that is tax exempt under the participation exemption includes dividends
and capital gains, as well as foreign-exchange gains resulting from loans obtained to finance the
participation.

Summarizing, dividend income and capital gains derived from qualifying share interests should be fully
exempt from profit tax in Curacao . Moreover, Curacao NA does not levy dividend withholding tax on
distributions by Curacao companies.

1.3 The Curacao Economic Zones Company

Introduction
The economic zone legislation offers tax incentives to internationally oriented companies that locate
their activities in Curacao.

Free zone
A wide range of activities may be performed in a free zone. It includes storing, processing, packing and
any other treatment of goods. It also comprises trading in goods physically present in the free zone.
Moreover, reparation and supporting services are also allowed in the free zone.

E-zone
As from the year 2001 international (non-financial) services became the second cornerstone of the
economic zone. The economic zone offers opportunities to the following businesses: call centers, e-
commerce in general and e-gaming. In support hereof, Curacao has also adjusted their civil law to the
demands of the new economy by introducing the Ordinance on Electronic Agreements.
 Sadekya.com

Tax Incentives
 In general, economic zone companies are taxed at a profit rate of 2% up to January 1, 2026.
However, profits derived from activities on the local Curacao market are subject to the standard
profit tax rate of 34.5%.
 No sales tax, excise, import and export duties are levied on the import or export of goods and on
services rendered to non-residents of Curacao.
 Exemptions for land and occupancy taxes.
 Special wage tax facilities for expatriate workers.

Requirements
Economic zone companies should meet the following requirements:
 the company should have a capital divided into shares;
 the activities in Curacao should be performed in the relevant economic zone. Large economic zones
are located next to the harbor and the airport of the island of Curacao. Certain other premises in
Curacao have also been appointed as economic zones;
 ( the turnover generated through trading with or providing services to residents of Curacao may not
exceed 25% of the total turnover per product category;
 the business activities should contribute to the economic development of Curacao either by
generating foreign currency or creating employment.

1.4 The Curacao Exempt Company

Introduction
Curacao closed limited liability company ("NABV") offers legal flexibility and may be structured as a tax
exempt company for profit tax and dividend withholding tax purposes.

Because of its flexibility the NABV can serve many purposes. In practice it is mostly used as a mutual
fund and/or for group financing, portfolio investment and licensing activities.

Main corporate characteristics

The NABV has been introduced, amongst others, to provide shareholders maximum freedom to organize
the articles of incorporation in accordance with their commercial needs, taking into account some
mandatory guarantee provisions in consideration of the interest of creditors and minority shareholders.
One could compare an NABV to a chameleon, because its legal form can be adapted to resemble legal
forms that investors are used to in their own jurisdiction.

Main requirements for the tax exempt status

 The NABV may engage almost exclusively in investing in debt instruments, securities and deposits.
 The NABV may not engage in banking activities that are supervised by the Central Bank of Curacao.
 The board of directors should keep a register with the names and addresses of the ultimate
beneficiaries with a share interest of at least 10% in the NABV.
 The board of directors should consist of a licensed trust company or one or more residents of
Curacao.
 The annual accounts should be audited by an independent expert.
 Sadekya.com

The tax exempt status should be requested with Curacao tax inspector, who has to decide within two
months after having received the request. If no decision has been dispatched in that period, the request
is considered as granted. Provided all requirements are met, the request will be granted taking effect as
from the date of incorporation if the tax exempt status is requested within three months after the date
of incorporation. In other situations it takes effect as from the first financial year starting after the date
of filing of the request.

1.5 The Curacao Private Foundation

Curacao Private Foundation (also known as: "SPF") is a private foundation that was introduced to offer
an alternative to the Anglo Saxon Trust. It is very popular in estate planning and for holding and portfolio
investment activities.

The SPF is subject to a minimum of formalities and is a flexible solution with the main characteristics
summarized below.

 The SPF may not conduct a business. However, portfolio investments and holding activities are not
considered an enterprise for these purposes.
 The SPF is, like other foundations, a separate legal entity that can own assets and incur liabilities.
 An SPF does not have shareholders or members.
 Unlike a common foundation, the SPF can make non-idealistic and non-charitable distributions to
the incorporators or to others out of its income or out of its assets.
 Beneficiaries do not have to be appointed if such appointment is not desired.
 Beneficiaries can be appointed/designated in the Articles of Incorporation in very general or very
specific terms. The purpose clause could for instance only authorize the foundation to make gifts as
and when the advisory board considers this appropriate.
 There are no audit or filing requirements regarding the annual accounts.
 The SPF is exempt from Curacao profit and dividend withholding tax and is only subject to limited
tax filings (generally one profit tax return per 5 years).
 No Curacao gift or other taxes are levied when contributions are made to the SPF by non-Curacao
residents and/or when distributions are made by the SPF.

Examples of Uses
 Asset protection
 Holding of shares
 Deferral of income
 Minimizing wealth taxes
 Preservation of family assets
 Estate planning

A private foundation is governed by its foundation charter, its regulations and by the provision of The
National Ordinance of October 19, 1998