"One stop shop for foreign enterprise registration"

The Foreign Investment Division of Business Trade Investment Board(BTIB) is solely responsible for processing applications of foreigners to register their Foreign Enterprise. These applications are then presented to the board of directors who then decide to approve/disapprove their application. Bare in mind, according to the Cook Islands Investment Code 2003, all foreign enterprises must be registered.

What is a Foreign Enterprise?  

An Enterprise is foreign if the foreign shareholding of the company is more than one-third of the total shareholding.

What are the criteria for foreign enterprise registration? 

Application of a Foreign Enterprise

Please refer to the Investment Code 2003 as a guide to your application

Refer to the checklist below for a successful application to the Board.

Foreign Enterprise Checklist: 

The applicant is required to submit the following:

A Business Plan (click on the link for a business plan template)

A foreign investor application form

A completed Foreign Enterprise Application form

Complete a Due Diligence Form

Provide 2 x written references (from lawyer, accountant, banker)

Provide police character reference  from home country (Original copy)

Health report form (includes HIV report; avian flu - report if from asian countries)

Upon approval of your foreign enterprise to carry on business,  should you require residence in the Cook Islands, BTIB can endorse a Work and Residence with the Ministry of Foreign Affairs and Immigration. Copy of Passport Details along with photo (The photo must be recognizable)

CV

Contact Details in Cook Islands.

Copy of Sale and Purchase Agreement (if applicable)

We may require copies of:
Articles of Association
Memorandum of Association

Please contact our Foreign Investment Division to confirm the nature of your business activity or for help with your application.

 Monitoring and Compliance

 History

 The Development Investment Act 1995-96 includes legislation that empowers the BTIB board to ensure that all applications that it receives (such as registration as a foreign enterprise) are monitored and that applicants comply with conditions imposed.

The purpose of our Monitoring and Compliance division is:

-     to regulate, monitor and control the direction, extent and scope of foreign investment in the Cook Islands
-     monitor and review private sector development
-     encourage, monitor and regulate foreign investment

Further: No foreign enterprise shall carry on business in the Cook Islands in any activity unless that foreign enterprise is registered pursuant to this Act to carry on business in respect of that activity”.
     

Due Diligence Criteria for Evaluation as a Foreign Enterprise (under new Investment Code)

a) The new Investment Code 2003 pertaining to due diligence checks is as follows:

Whether non Cook Islanders who are the principals behind the enterprise, or who would be managing the enterprise are fit and proper persons to carry on business, to direct or manage a business in the Cook Islands, taking in to account factors such as the following:
• previous investment and business experience
• previous business successes and failures
• previous business and investment interests
• financial status
• Curriculum Vitae
• Results of an Interpol check

Other criteria as considered appropriate by the Board, in light of its objectives and functions:

1) Under the new Investment Code 2003 standard conditions are imposed as part of the approval.
2) Monitoring and Compliance need to be enacted after approval is granted:
3) Legislation requirement that all Foreign Enterprises must submit an Annual Return
4) Legislation requirement that all businesses who have received concessions must submit an Annual Return
5) Follow up to ensure compliance with conditions imposed
6) Follow up with complaints regarding Foreign Enterprises
7) Work closely with Ministry of Justice and the Company Registry Office to ensure that company shareholding is in compliance with the DIB Act
   

Sanctions and Penalties

1) Penalties - Under the DIB Act Part V Section 17 & 18 any foreign enterprise that is conducting business and is not registered is liable to a fine not exceeding $25,000 and a further $1,000 for every day that the offence continues. Under the new Investment code 2003 the threshold for a Foreign Enterprise is over one third shareholding.
Other penalties
- Provide false or misleading information in concession application – fine not exceeding $5,000
- Annual Return non submission – not less than $200 nor more than $2,000

2) Revocation – BTIB has the power to revoke Foreign Enterprise registration. Refer to DIB Act Part V Section 22 (1) (2) 

Annual Return Forms 

All foreign enterprises are required to submit an Annual Return Form as part of the monitoring and compliance process.

Read More... 

Requirements before sale of enterprise 

Reasons to invest in the Cooks

Reserved Investment Areas

Contact information

For more information regarding investment in the Cook Islands:

Contact our investment officer:

Teanini Raumea

Phone: (682) 24296 (ext 226)

Fax: (682) 24298

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