St Lucia IBC
Formation of an International Business Company (LLC) in St Lucia
A St Lucia IBC offers a flexible company structure, privacy protection, no audit or reporting requirements, and tax exemption advantages. It is frequently used for privacy and asset protection, offshore savings and investments, international trading, or holding services.
It is especially beneficial for conducting international business with anonymity.
FACTS & INFO
The legislation that governs ‘offshore’ companies in St Lucia is the International Business Companies Act 1999 as amended. St Lucian law allows for the following categories of business ownership: private limited companies, partnerships, sole proprietorships, trusts, and mutual funds.
The most popular form used by international investors for registering a company in St Lucia is a private limited company, known as an international business company (IBC).
Legislation allows continuation in St Lucia of any IBC incorporated in any other jurisdiction. Conversely, the IBC Act allows migration of any IBC incorporated in St Lucia to any other jurisdiction.
Company names must end with one of the following words, or their relevant abbreviations: "Limited", "Corporation", "Incorporated", "Societe Anonyme", or "Sociedad Anonima". The following names require licensing to be used: "Bank", "Insurance", "Assurance", "Re-Insurance", "Trust", "Trustee", "Savings", "Royal", "Asset Management", "Fund Management", "Investment Fund", "Building Society", "Municipal", or "Chartered". Names denoting any connection to local, state or national governments are generally prohibited.
MEMORANDUM AND ARTICLES OF ASSOCIATION
A company is incorporated in St.Lucia by an application made to the Registry of Companies and Intellectual Property (ROCIP). Incorporation may be also done via online registry, but in either case, a local agent’s assistance is required. The memorandum and articles of association must be logged with the registry. A memorandum specifies the activities in which the company may engage, and the articles of association specify the rules governing the internal management of the company.
A minimum of one shareholder is required which may be an individual or a corporate body. The details of company beneficial owners and shareholders are not part of the public records.
There is no specific minimum capital requirement. The standard authorised share capital is US$50,000. The minimum issued capital may be one share of no par value, or one share of par value. Issued shares must be fully paid. Registered shares, shares of no par value, preference shares, redeemable shares and shares with or without voting rights are permitted. Bearer shares are not permitted.
DIRECTORS AND COMPANY SECRETARY
A St Lucian IBC requires a minimum of one director and corporate directors are permitted. Details of the directors do not appear on the public file. There is no requirement to have resident directors.
St Lucia IBCs must maintain a registered office and registered agent within St Lucia. The registered agent may be a corporate body or an individual resident of St Lucia. All registered agents are regulated to ensure professional and efficient service.
The directors' and the shareholders' meetings need not be held in St Lucia; there is also no requirement for an annual general meeting (AGM). All meetings may be held outside of St Lucia, by telephone or other electronic means. Alternatively, directors and shareholders may vote by proxy.
Incorporation time is usually one working day, but we may need up to 10 working days to allow for legalisation of the documents and delivery by courier.
RECURRING MAINTENANCE FEES
As from the second year, there are recurring maintenance fees of $1,490. These include:
- Provision of registered office and registered address
- Provision of company secretary and registered agent
- Payment of annual fees to island administration
St Lucia IBCs may elect to be exempted from income tax, or to be liable for income tax on profits and gains at 1%. Additionally, IBCs are not subject to stamp duties, withholding tax and capital gains tax.
AUDIT AND ACCOUNTING
Whilst there is no requirement to file audited accounts or annual returns with the authorities, a company is required to keep financial records, which should reflect the financial position of the company. An IBC is only required to have an annual audit if it elects to pay tax, or if it is an international bank, international insurance company or mutual fund.
Our Services and Requirements
OUR SERVICES INCLUDE:
- Name check and approval
- Filling of incorporation documents with the ROCIP
- A standard set of original corporate documents
- Payment of the government fee
- Provision of registered agent and registered address for one year
- Provision of company secretary for one year
- Rubber stamp
Please note: If applying for a corporate bank account you will need to order a full set of apostilled company documents if the account is opened outside of St Lucia.
Please provide the following documents for all directors, shareholders, beneficial owners, and authorised signatories:
- Notarized copy of valid passport.
- Original or Certified copy of utility bill / bank statement (as verification of residential address, dated within three months).
- Original or certified copy of Banker’s reference letter (dated within three months).
- In cases where shareholders and/or directors are corporate bodies, full apostilled set of corporate documents and certificate of good standing (for companies registered more than one year).
IMPORTANT NOTE: LICENSABLE BUSINESS ACTIVITIES
If you conduct any activity without the required license or authorisation granted by a relevant authority in any jurisdiction, Starting Business will not be able to assist you with the company formation or bank account opening related to such unlicensed activity.
Licensable activities include, but are not limited to: provision of financial services involving trading/brokerage in foreign exchange, financial and commodity-based derivative instruments and other securities; offering investment advice to public; insurance and banking; operation and administration of collective investment schemes and mutual funds; payment processing services; money exchange, money transmission or money brokering; asset management; safe custody services; gaming, gambling and lotteries.
Please contact us if you need assistance in the licensing of your financial, Forex brokerage or gambling company.
Shipping of corporate documents or banking kits to your destination requires an extra charge and will be automatically added to your order during checkout. Shipping costs for international courier services are set automatically depending on geographic zones.