Cook Islands Company Formation

The Cook Islands international company (IC) is no longer a tax-exempt company. If you arrived here because of a marketing line about a tax-free company with asset protection, that line is out of date. The International Companies (Removal of Tax Exemption) Amendment Act 2019 repealed the old exemption: the Cook Islands Acts, including the Income Tax Act 1997, now apply to international companies. Companies incorporated from 18 December 2019 were caught at once, and older ones from 1 January 2022. The company tax rate is 20%, and the company income tax return is due on 1 May.

The company is formed under the International Companies Act 1981-82 (ICA) and registered by the Financial Supervisory Commission (FSC). You cannot file directly: only a licensed trustee company can register an international entity, and that trustee company also supplies the registered office and the resident secretary. The Companies Act 1970-71, which older pages still describe, is gone. The Companies Act 2017 (No 14) came into force on 10 December 2019 and its section 413 repealed the old Act a year later and barred new incorporations under it. That Act governs the domestic company, which is not the route for an offshore owner.

What the tax change means in practice is a residence question. Under the Income Tax (Company Residence) Amendment Act 2021, a company is tax resident in the Cook Islands if its directors control it from the Cook Islands, if its effective management is there, or if it has three or more resident directors. A company with none of those is not resident, and the Ministry of Finance said in its 2021 consultation that most international companies would not be. So the structure still has a use for some owners. It is a company with a licensed local agent, a short public footprint and a tax position you must be able to explain, not a company that sits outside every tax system.

The registry fee is US$310 to register and US$310 each year to renew, both from the FSC's fee regulations. The trustee company charges separately for the office, the secretary and administration, and that fee is private. We do not publish it. Our role is to tell you what the FSC and a trustee company will ask for before anything is filed, and to coordinate the file. If you are still choosing a jurisdiction, the company formation hub compares them, and the pages for Seychelles, the Marshall Islands and the BVI cover the nearest alternatives.

How we read the law. The ICA text the FSC publishes is a private consolidation compiled by a trustee company in 2005, before the 2007, 2013, 2015 and 2019 amendments, and it is not an official consolidation. The section numbers on this page come from it, together with the amending Acts. The current consolidated text on paclii.org refused automated access when we checked. We confirm the section numbers against the current text before any filing.

No. The International Companies (Removal of Tax Exemption) Amendment Act 2019 repealed the exemption for non-resident recipients of income (old section 250 of the ICA) and replaced section 249, so that Cook Islands Acts, the Income Tax Act 1997 among them, apply to international and foreign companies. Those section numbers come from the private 2005 consolidation, so we re-check them. The Income Tax Amendment Act 2019 redefined a 'Cook Islands company' to include a company registered under the ICA. New companies were caught from 18 December 2019, and companies formed earlier from 1 January 2022. Tax-free claims written before 2022 are wrong.

The rate is 20%. The Income Tax Act 1997 sets the company rate at 20 cents in the dollar in its original text, and a 2020 Council of the EU document also gives the general company rate as 20%. We have not read a fully amended text, so we confirm the current rate at engagement.

What a given company pays depends on whether it is tax resident. Under the Income Tax (Company Residence) Amendment Act 2021, a company is resident if its directors, acting as directors, exercise control from the Cook Islands, if its place of effective management is there, or, for a Cook Islands company that includes an IC, if three or more directors are resident there at any moment in the income year. The test applies to all companies from 1 January 2023. The Ministry of Finance explained the intent in its 2021 consultation: most international companies would not be resident, and one that is not resident would be assessed only on income derived from the Cook Islands.

A non-resident company still has duties. The same consultation said the requirement to apply for a taxpayer number from the Revenue Management Division, and the filing of annual returns, would remain. Whether a dormant non-resident IC with no Cook Islands income must file a nil return is not stated in any IC-specific instruction we found, so we confirm that with your trustee company. The yearly list is below.

The limit on all of this is outside the Cook Islands. The Cook Islands rules say nothing about tax where the owners live or where the company is really managed. Many countries tax a company managed from their territory and a shareholder on the profits of a foreign company they control. Take advice in those countries before you commit. We do not give tax advice, and a Cook Islands company is not a way to hide income or ownership from a tax authority.

We did not find an economic substance statute. The FSC's legislation page lists none, and the Ministry of Finance's page of tax Acts through 2023 shows none either. That is a statement about what we found, not a guarantee that none exists, and we found no substance report, penalty regime or relevant-activity list.

For the structure to work, substance in practice means tax residence. The 2021 residence test described above is where a company's real activity matters: directors who control the company from the Cook Islands, effective management there, or three or more resident directors make it resident and taxable at 20%. A company that is not resident keeps its position only if the facts support it. Where decisions are made, where the board meets and who the directors are should all be consistent with that.

The history helps explain why. The EU Code of Conduct Group had treated the old IC exemption as harmful, noting that it did not include any express requirement for real economic activity. In 2020 the Group accepted the Cook Islands rollback and the Council called the regime abolished because ICs are now subject to the standard company tax rate. The Council's report of 25 September 2026 on the latest list update does not name the Cook Islands anywhere in its text. We have not checked the Council's own list page or the FATF's publications, so we make no statement about the Cook Islands' EU or FATF listing, and we check both at engagement.

The public sees very little. On request the Registrar may confirm only the entity name, registration date, registration number, registered office and the administering trustee company's contact details. The ICA does not open the documents on file to inspection except to officers, members, debenture holders, directors, liquidators and anyone with written permission or a good and cogent reason (section 12(2)). It also bars disclosure of information about an international company, with exceptions for a court order, a duty under any Act and a search warrant (section 227).

There is no public register of beneficial owners. The licensed trustee company holds that data. It is a reporting institution that must carry out customer due diligence and keep records under the Financial Transactions Reporting Act 2017, and the tax authority, the FSC and the financial intelligence unit can obtain the data from it. The APG's 2018 mutual evaluation also says nominee directors and shareholders must disclose their status. The same evaluation describes FATCA and CRS information exchange as strongly implemented. That report is from 2018, and we have not found a later ownership reform.

So the owner is off the public register but not off every record. The secrecy provision gives way to a court order, a statutory duty or a warrant, and the trustee company knows who you are because it had to. The APG report cites a 2018 ranking of 100 out of 112 on the Financial Secrecy Index for the Cook Islands, which is a fair summary: low public visibility, not anonymity.

Opening an account is a separate application from forming the company. Registration at the FSC does not come with one, and we have no primary data on how often a non-resident IC is accepted. We do not name banks and we do not quote an approval rate.

A bank outside the Cook Islands looks at the same facts any compliance team does: who the beneficial owners are, where the company is really managed, what it will do and where the money comes from. For a Cook Islands IC the managed-from question is also the tax question, so the two answers need to match. Bring a written description of the business and the source of funds, not only the incorporation papers.

For gaming and crypto groups our working position is an account with an electronic money institution or neobank, not a traditional bank, and we do not promise one. Our pages on high-risk merchant accounts, gaming company bank accounts and crypto-friendly banking explain what providers ask for and why applications fail.

It is not the tax-exempt, no-filing company that older marketing describes, and it is not a licence for anything regulated. Plan for the 2019 position, not the slogan.