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Terms&Conditions


Effective Date: September 2025
Passo Global Consulting Limited
Gibraltar Company Registration Number 125866
Registered Office: Suite 4, Second Floor, The West Wing - Montarik House, 3 Bedlam Court, Gibraltar

By accessing our platform, engaging our services, or creating an account, you ("Client" or "you") agree to be bound by these Terms and Conditions ("Terms"). Please read them carefully before proceeding.

1. COMPANY INFORMATION AND JURISDICTION

1.1 Passo Global Consulting Limited is a private limited company incorporated under the laws of Gibraltar. All services are provided from Gibraltar, and these Terms are governed exclusively by Gibraltar law.

1.2 Any disputes arising from these Terms or our services shall be subject to the exclusive jurisdiction of the Gibraltar courts.

2. SERVICES PROVIDED

2.1 We provide advisory and facilitation services including:

  • Advisory on offshore entity incorporation and jurisdiction selection
  • Facilitation of entity incorporation through qualified third-party service providers
  • Coordination of ongoing compliance obligations in offshore jurisdictions
  • Facilitation of Brazilian tax and legal compliance for offshore entity shareholders
  • Coordination of financial statement preparation according to Brazilian GAAP (BR GAAP)
  • Assistance with preparation of information for Brazilian tax returns and CFC reporting
2.2 All services are facilitation and coordination services only. We act solely as an interlocutor connecting you with qualified professionals.

3. PROFESSIONAL SERVICES DISCLAIMER

3.1 IMPORTANT: We do not provide direct legal, accounting, tax, audit, or other professional services. All such services are provided by:

  • Licensed attorneys and corporate service providers in relevant offshore jurisdictions
  • Certified public accountants and tax professionals licensed in Brazil and other applicable jurisdictions
  • Other duly authorized and certified professionals as required by law
3.2 We are not licensed to practice law, accounting, or provide tax advice in any jurisdiction. Our role is strictly limited to coordination and facilitation.

3.3 Any professional opinions, advice, or services you receive are provided by third-party licensed professionals, not by us.

4. KNOW YOUR CLIENT (KYC) AND ANTI-MONEY LAUNDERING (AML)

4.1 We maintain strict KYC and AML procedures in compliance with Gibraltar regulations and international standards.

4.2 You must provide accurate and complete identification, address verification, source of funds documentation, and other information as requested.

4.3 Refusal of Service: We reserve the sole and absolute discretion to refuse service to any client who:

  • Fails to meet our KYC/AML requirements
  • Provides incomplete, inaccurate, or suspicious documentation
  • Is subject to sanctions or prohibited person lists
  • Engages in activities we deem high-risk or inappropriate
4.4 Fee Retention Upon Refusal: If we refuse service due to KYC/AML non-compliance:

  • All payments will be returned except consultation fees already incurred
  • A non-refundable due diligence fee of USD $250 will be retained to cover administrative costs
  • No further services will be provided

5. CLIENT RESPONSIBILITIES AND OBLIGATIONS

5.1 You agree to:

  • Provide accurate, complete, and truthful information at all times
  • Comply with all applicable laws in your jurisdiction of residence and tax domicile
  • Respond promptly to requests for information and documentation
  • Make timely payments as agreed
  • Maintain confidentiality of sensitive information shared during the engagement
5.2 You acknowledge that you are solely responsible for:

  • All decisions regarding offshore structures and tax planning
  • Compliance with your home country's laws and tax obligations
  • The accuracy of information provided to third-party service providers
  • Understanding and accepting the risks associated with offshore planning

6. FEES, PAYMENTS, AND REFUNDS

6.1 Service fees are quoted separately for each engagement and must be agreed to in writing before commencement.

6.2 You are responsible for all third-party costs including government fees, professional service provider fees, filing costs, and banking charges.

6.3 Payment terms are Cash With Order (the customer must include payment when submitting an order), unless otherwise specified.

6.4 Refunds are provided only in cases where we refuse service due to KYC/AML non-compliance, subject to the retention described in Section 4.4.

6.5 No refunds are provided for completed services or third-party costs already incurred.

7. LIMITATIONS OF LIABILITY AND DISCLAIMERS

7.1 LIMITATION OF LIABILITY: Our liability is strictly limited to coordination and facilitation services. We shall not be liable for:

  • Actions, advice, or services provided by third-party professionals
  • Errors, omissions, or delays by third-party service providers
  • Changes in laws, regulations, or tax treaties
  • Investment losses or adverse tax consequences
  • Consequential, indirect, or punitive damages of any kind
7.2 MAXIMUM LIABILITY: Our total liability for any claim shall not exceed the fees paid to us for the specific service giving rise to the claim.

7.3 NO WARRANTIES: Services are provided "as is" without warranties of any kind, express or implied.

7.4 Professional Risk: You acknowledge that offshore planning and tax strategies involve inherent risks and should only be undertaken with qualified professional advice.

8. CONFIDENTIALITY AND DATA PROTECTION

8.1 We maintain strict confidentiality regarding all client information in accordance with data protection laws.

8.2 Client information may be shared with authorized third-party service providers solely as necessary to provide requested services.

8.3 By using our services, you consent to the processing of your personal data as outlined in our Privacy Policy.

8.4 We implement appropriate technical and organizational measures to protect your data.

9. PROHIBITED ACTIVITIES

9.1 Our services may not be used for:

  • Money laundering, terrorist financing, or other illegal activities
  • Tax evasion (as distinguished from lawful tax optimization)
  • Sanctions evasion or dealings with prohibited persons
  • Any activity that violates applicable laws or regulations
  • Misrepresentation of facts or fraudulent conduct

9.2 We reserve the right to terminate services immediately if prohibited activities are suspected.

10. INTELLECTUAL PROPERTY

10.1 All content on our platform, including text, graphics, logos, and software, is our property or that of our licensors.

10.2 You may not reproduce, distribute, or create derivative works without written permission.

11. TERMINATION

11.1 Either party may terminate the relationship with 30 days' written notice.

11.2 We may terminate immediately for breach of these Terms, KYC/AML non-compliance, or suspected prohibited activities.

11.3 Upon termination, all unpaid fees become immediately due and payable.

11.4 Provisions regarding liability limitation, confidentiality, and governing law survive termination.

12. INDEMNIFICATION

12.1 You agree to indemnify and hold us harmless from any claims, losses, or damages arising from:

  • Your breach of these Terms
  • Your non-compliance with applicable laws
  • Inaccurate or misleading information you provide
  • Your use of third-party professional services we facilitate

13. FORCE MAJEURE

13.1 We shall not be liable for delays or failures due to circumstances beyond our reasonable control, including but not limited to natural disasters, government actions, or technical failures.

14. GENERAL PROVISIONS

14.1 These Terms constitute the entire agreement between us and supersede all prior agreements.

14.2 If any provision is deemed invalid, the remainder shall remain in full effect.

14.3 Our failure to enforce any provision does not constitute a waiver.

14.4 These Terms may only be modified in writing signed by both parties.

14.5 You may not assign these Terms without our written consent.

15. ACCEPTANCE AND AMENDMENTS

15.1 By checking the acceptance box, creating an account, or using our services, you confirm that you have read, understood, and agree to be bound by these Terms.

15.2 We reserve the right to modify these Terms at any time. Continued use of our services constitutes acceptance of any modifications.

15.3 It is your responsibility to review these Terms periodically for changes