Incorporation of Legal Entities

Choose a structure that fits the business or family

ZL Attorneys advises entrepreneurs, international groups and families on forming and managing Curaçao companies and private foundations. We start with what the structure will do, who will control it and which countries are involved.

A holding company, a trading business and a regulated gaming operation have different needs. Trust arrangements also require a separate legal assessment; a trust should not be treated as simply another incorporated company.

What we help organize

• Selection of a B.V., N.V. or other appropriate arrangement.
• Ownership, directors, signing authority and decision-making rules.
• Coordination of incorporation documents with a civil law notary.
• Registration, permits and the requirements of any regulated activity.
• Banking applications and the documents an institution requires.
• Agreements between shareholders and plans for transfers or succession.
• Ongoing administration with the relevant corporate, accounting and tax advisers.

The Curaçao investment agency's legal-form overview describes B.V. and N.V. structures and company obligations. The choice should be made alongside advice on the proposed activities, rather than from the company name alone.

Private foundations and family arrangements

A Curaçao private foundation, or Stichting Particulier Fonds (SPF), may be considered for holding and administering family assets. The deed, board powers and beneficiary arrangements need to fit the family's objectives. See what a private foundation is and how it is formed.

A foundation does not provide guaranteed tax savings, complete protection from creditors or unrestricted personal control. We assess transfers, existing obligations, governance and the founder's and beneficiaries' positions before recommending a structure.

Plan beyond incorporation

Identify who will keep accounts, maintain company records and handle filings. Tax treatment, permissions to operate and bank approval are separate matters. Incorporation does not settle them automatically.

Our formation and management practice brings together corporate advice, contracts and estate planning. Where another country's rules matter, the structure needs coordinated advice there as well.

What to prepare

Start with the proposed activities, owners, countries of residence, management location and expected transactions. For a family structure, identify the assets, intended beneficiaries and succession objectives. Prepare identity and source-of-funds records for the appropriate due-diligence process after initial contact.

Read the company formation steps or contact us to discuss the structure and scope of assistance.