Company Formation Survey 2008


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		1. Company law	The Companies Act No.8 of 1994 came into effect on 1 June 1996. The International Business Companies Act. No.18 of 1996 came into effect on 18 December 1996, and is now repealed and replaced by the International Business Companies (Amendment and Consolidation) Act No 34 of 2007.
		2. Types of company:	Under the Companies Act, No.8 of 1994 external companies - incorporated outsides of the jurisdiction - can apply to be registered in the jurisdiction. The act also provides for continued companies and non-profit companies.
		(a) type of company preferred for international transactions:	International Business Companies(IBC), Limited Duration Companies (LDC) foreign or continued companies under the International Business Companies Act; International Banking Companies under the International Banks Act, 1996 and International Insurance Companies under the International Insurance Companies Act.
		(b) shareless companies:	International Business Companies (IBC).
		3. Capital requirements:	No minimum amount required under the International Business Companies Act 1996 or Companies Act 1994. Under The International Banks Act, No. 19 of 1996 as amended by Act No.30 of 2002 the must be maintained a fully paid up capital of USD1,000,000 for class 1 banks and USD500,000 for class 2 banks.
		4. Costs to incorporate, excluding government fees:	For International Business Companies from USD1,000 - USD2,500. Banks approximately USD20,000. Insurance Companies USD2,500.00 upwards depending on the type of licence.
		5. Fees paid to authorities to incorporate:	International Business Companies: USD125 plus a pro-rata annual fee depending on the month in which the company was registered. Banks class 1: USD11,000 (application and licence), class 2: USD8,250 (application and licence). International Insurance: USD250 upwards dependent on class. International Trusts: USD300.
		6. Annual fees paid to authorities:	International Business Companies (IBCs): USD100. International Trusts: USD150. Banks class 1- USD3,000. Banks class 2: USD2,500. Class 1 Insurance: USD3,000, Class 2 and 3 Insurance: USD2,500; Class 4 Insurance: USD1,500, Class 5 Insurance: USD1,000.
		7. Taxation rates applied to companies generally:	Local Companies- 40%.
		(a) the taxation of companies in 2 (a)	None.
		8. Method of incorporation:	Filing of Articles, notice of directors, letter of compliance and requisite registration and filing fees with the Registrar of International Business companies.
		9. Who may incorporate - specify what, if any, local representatives/ professionals required?	Only duly licensed Registered Agents in St.Vincent and the Grenadines.
		(a) are ready made companies available?	Some agents may keep a list of "shelf" companies.
		10. Length of time to incorporate:	Same day.
		11. Minimum members:	One.
		12. Registered office:	Office address of Licensed Registered Agent.
		(a)Can the registered office be a bank/ lawyer/ accountant's office (brass plate)?	Yes.
		13. Directors and secretary:	At least one director must be resident for banks and international Business companies. International Trust must have a resident Trustee.
		(a) Must a director/ secretary be resident?
		(b) Are Corporate Directors allowed?
		14. Appointee directors/ secretary possible?	Yes.
		15. Amount of fees payable to appointee directors/ secretary:	Varies with the company's mandate.
		16. Meetings:	Meetings can be held anywhere in the world.
		17. Annual return:	Local Companies, External Companies, Licensed Registered Agents and Mutual Funds must submit annual audited returns. International Banks must now submit quarterly and annual returns.
		(a) Must financial statements of a company be audited?	Each insurer licensed in class 1, 2 or 3 must submit annual audited financial statements.
		18. Is disclosure of profits required by filing balance sheets with annual returns?	Yes, for banks and insurance companies.
		19. Are there any exchange control or other financial restraints imposed upon a company?	Exchange control does not apply to International Business Companies (IBC), International Banks and International Trusts. It only applies to local companies under the Companies Act 1994, in limited circumstances.
		20. Companies formed in the last year:	Companies incorporated in year 2007 = 157.
		21. Number of companies on the company register altogether:	Number of International Business Companies as at 31 December 2007 = 16,024.
		22. How, if any, is migration into and out of the jurisdiction achieved?	Transfer of domicile by means of continuation and migration to and from St.Vincent and the Grenadines if the laws of the jurisdiction so allows.
		23. Is migration out of your country provided for?	Yes.
		24. Any amendments to company law over the last 12 months:	The International Banks Act No.19 of 1996 has been repealed and replaced by Act No. 40 of 2004 and facilitates the authorisation and supervision of Offshore Banks by the International Financial Services Authority. The International Business Companies Act No.18 of 1996 has been amended by Act No.20 and 44 of 2003 respectively to allow for the mobilisation of bearer shares and the registration and custody by the Registered Agent. Online registration of articles of incorporation, annual fee payments, name search and name reservation. This service is limited to Registered Agents only.
		25. Anticipated amendments to company law over the next 12 months:	The new International Business Companies (Amendment and Consolidation) Act No 34 of 2007 and its Regulations are now law, effective 22 February 2008. The Limited Liability Company (LLC) Act has been drafted and sent to the Attorney General’s Chambers for review. The International Insurance Act and Mutual Funds Act will also go through several amendments within the first quarter of 2008.
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