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Saint Vincent

SAINT VINCENT AND THE

GRENADINES

HISTORY AND POLITICAL STRUCTURE

 

The state of St. Vincent and the Grenadines (SVG) is located north of Trinidad and Tobago at 600 56’ W and 130 15’

N. It is approximately 1,600 miles southeast of Miami and 100 miles from Barbados, and forms part of the Windward Islands, themselves being part of the Lesser Antilles.

SVG consists of a group of 18 small islands. The main island (St Vincent) has an area of 150 square miles. The Grenadines, of which Bequia and Mustique are the best known, provide the best sailing waters in the Western Hemisphere and arguably the world.

St Vincent is a lush volcanic island, just 18 miles north to south and 11 miles wide. The windward coast is lined with
cliffs while the leeward coast has spectacular slopes and valleys running down to beaches lapped by the tranquil Car-
ibbean.

The climate is tropical, with little seasonal temperature variation; the rainy season is from May to November. The terrain is mountainous for the most part, with a limited amount of arable land. Mount Soufriere, an active volcano, is in the north of the island of St Vincent.

 

The Capital, Kingstown, combines reminders of its colonial past with a modern commercial centre.

 

American Eagle operates a scheduled service between San Juan, Puerto Rico and Canouan. Air Caraibes, Bwee
Express, Caribbean Star and LIAT provide scheduled services from other Caribbean islands to St Vincent & the Gren-
adines.

St Vincent and The Grenadines is in the Atlantic standard time zone, 1 hour ahead of Eastern Standard Time and 4 hours behind GMT.

St Vincent was first settled around 5000 BC by the peace-loving Ciboney, then by the Arawaks and the war-like Caribs. A Dutch slave ship, wrecked off Bequia in 1675, brought the first Africans who inter-married to create the Black Caribs whose descendants live on the island today. Fought over for nearly a century by the French and British, sovereignty was settled on the British in 1783.

Independence was granted on 27 October 1979, and today St Vincent and The Grenadines is an independent democracy and part of the British Commonwealth.

The population was estimated at 105,000 in 2009; it is divided as follows: black 66%, mixed 19%, East Indian 6%, Carib Amerindian 2%, other 7%. The religion is primarily Protestant.

The official language of Saint Vincent and the Grenadines is English, and it is the language for doing business. However, French and Spanish are widely taught on the Island and there are many bi-lingual inhabitants.

An interesting blend of African, Indian, Asian and European influences are expressed in the lifestyle of the people. The annual carnival (‘Vincy Mas’) is a showcase for the best in calypso singing, steelpan orchestras, soca music and masquerade costumes.

The islands gained independence from Britain in 1979 but the Queen remains as Head of State and is represented by a Governor General. SVG is a member of the British Commonwealth, the United Nations, the Organization of American States, the International Labor Organization, Caricom, and the Organization of Eastern Caribbean States.

SVG is a parliamentary democracy, and elections are held every five years. There is a unicameral House of Assembly (21 seats, 15 elected representatives and 6 appointed senators; representatives are elected by popular vote from single-member constituencies). Elections were last held on 12th December, 2005 (next to be held 2010).

The leader of the majority party is usually appointed prime minister by the governor general; the deputy prime minister is appointed by the governor general on the advice of the prime minister, and the Cabinet is appointed by the governor general on the advice of the prime minister. Currently the Prime Minister is Ralph E Gonsalves.

The basic law of SVG is English common law but the country has developed its own set of statutory provisions especially in the area of trusts, banking and international finance. The court of appeal is the Eastern Caribbean Supreme Court (based on Saint Lucia; one judge of the Supreme Court resides in Saint Vincent and the Grenadines).

 ECONOMY

At one time SVG was a major sugar producer, but now bananas are the staple of the economy, although tourism has become increasingly important, and the government has been trying hard to build a financial services centre. Tropical storms such as 2004’s Hurricane Ivan sometimes cause damage to crops and houses, and tourism in the Eastern Caribbean suffered following 11 September 2001.

The rate of economic growth, which had averaged 4% percent a year during 1997-99, declined to zero in 2001 and 2002, then picking up until it was a strong 7% in 2007, although it moderated to 5% in 2008. Inflation rose sharply in the first three quarters of 2008, reflecting higher world fuel and food prices, but declined to 8.7% at the end of the year. The Unity Labour Party (ULP) government which took office in April 2001 and was re-elected in 2005 implemented an ambitious framework of policy reforms designed to strengthen the public finances, achieve higher growth, lower unemployment and reduction in poverty. The central government’s fiscal position has been strengthening since 2005. In 2008 the fiscal deficit was lowered to 1.7% of GDP and a primary surplus achieved. Unemployment is high; GDP per head is $10,500 (2008) at purchasing power parity.

The Offshore Finance Authority was created by Parliament to institute a new system to manage, direct, control and supervise the Offshore Financial Services Industry in St. Vincent and the Grenadines. However, its role was subsequently assumed by the International Financial Services Authority (IFSA).

The offshore sector grew rapidly in the late 1990s, but action taken by the Government in 2001 and 2002 to improve the regulatory and supervisory framework led to a number of closures of financial institutions.
The local currency is the Eastern Caribbean Dollar (EC$) which is linked to the US$ at an exchange rate of 2.7 EC$ to
1 US$. This rate has remained unchanged since 1976.

Monetary matters are regulated by the Eastern Caribbean Central Bank with headquarters in St. Kitts. The ECCB promotes and maintains the monetary stability of the single common currency (the Eastern Caribbean dollar) of the group of eight small island economies, including Anguilla, Antigua and Barbuda, Montserrat, St. Kitts and Nevis, St. Lucia, and St. Vincent and the Grenadines.

 

All domestic commercial banks in St. Vincent and the Grenadines are regulated by the ECCB.

WHY CHOOSE ST. VINCENT WHEN STARTING A BUSINESS?

Telephone, facsimile, telex and cable services are in wide use, together with e-mail (internet services). Cellular phone services are also available. The Government has liberalized the telecommunications market.

Kingstown has a natural deepwater harbour with a wharf to accommodate ocean-going ships. There are regular services between St Vincent and the major ports in North America, Europe and the Caribbean. A container park at Kingstown and a container port at Campden Park have been completed, and cruise ship facilities in Kingstown are being updated. The E.T. Joshua Airport located on St. Vincent’s south coast has a modern terminal building, night landing facilities and accommodates small aircraft such as BAE 748 Avro.

There are more than 580 km of all-weather surfaced roads to handle heavy traffic which allow for the free flow of goods and services between the various centers of economic activity and also facilitate the movement of workers to the industrial estates.

In addition to the US dollar, the British pound sterling and the Canadian dollar are widely accepted. All major credit cards are accepted at restaurants and Hotels, and American Express, Visa, and MasterCard have representative agents in the State.

The St. Vincent Electricity Services Limited (VINLEC) is responsible for the supply of electricity. The installed power capacity is 94 megawatts and the voltage is 440v 3-phase (50 cycles) for industrial purposes and 220v single phase (50 cycles) for domestic purposes. The standard industrial tariff is EC$ 12.00 per kwh plus variable surcharge.

St. Vincent & The Grenadines provides investment incentives in the areas of light manufacturing, agroprocessing, information technology, film, international financial services, tourism and other services. Benefits include tax holidays, repatriation of profits, duty free concessions and consumption tax exemptions. Tax holidays vary between 10 years and 15 years (the nominal corporation tax rate in SVG is 40%, although this is set to be reduced to 30% over the coming years, starting with a drop to 37.5% in 2007).

The Fiscal Incentive Act No.5 of 1982, specifies five groups of enterprises; the length of the tax holiday depends on the amount of the value added to a product in SVG, the level of employment, inter-industry and sectoral linkages, the opportunity to earn foreign exchange, and the level of investment.

The main investment promotional agency is the National Investment Promotions Incorporated (NIPI) agency, which launched on August 16, 2004, and reports to the Office of the Prime Minister, Dr Ralph Gonsalves.

Advantages of the Jurisdiction of Saint Vincent and the Grenadines

 

There are many advantages in forming a St. Vincent company, which include the following:

 

•   No residency or nationality requirement for shareholders, officers and/or directors of SVG IBCs.

•   Companies may be formed with as few as one shareholder who may be a natural person or a juridical entity.

•   Companies may be formed with as few as one director, who may be a natural person or a juridical entity.

•   No requirement for a company secretary.

•   IBCs may own land in the jurisdiction, although foreigners may require an alien landholding licence.

•   Exemption from taxation; under present regulations there are no personal income taxes, estate taxes, corporate
      income taxes or withholding taxes for SVG IBCs.

•   Ability for IBCs to benefit from the Caricom Tax Treaty in return for payment of tax at 1% on annual profits.

•   No requirement for the filing of annual reports or accounts with any government authority in SVG, expect for IBCs
      benefiting from Caricom tax treaties.

•   Authorized share capital may be denominated in any recognised currency.

•   No minimum capital requirement.

•   Shares may be issued fully paid, partially paid, or nil paid.

•   Company seal not mandatory.

•   Identity of beneficial owners, shareholders and directors not required to be filed in any public record unless the
      directors elect to do so.

•   Register of charges must be kept, but there is no requirement for this to be filed on public record.

•   Provision for continuation of companies to and from anywhere around the globe, and for local companies incorpo-
      rated to migrate to the IBC register.

•   Streamlined procedures for Articles of Incorporation, mergers or consolidations with foreign corporations.

•   Shelf companies available.

•   Expedited incorporation process in as little as 24 hours subject to name availability and reservation.

•   Trustees of shares of SVG IBCs held in an SVG trust enjoy similar status to trustees of VISTA trusts in the BVI.
     
Trustees have an overriding duty to hold the shares and have no duty to oversee the management of the underlying
      company, unless so provided in the trust deed or the Articles and By-Laws.

The 2007 IBC Act also makes provision for the incorporation of segregated cell companies where pre-incorporation clearance has been obtained from the International Financial Services Authority, the local regulator.

The Act, like similar legislation in other jurisdictions, provides that such companies may be approved by the regula-
tor where they are formed to be used as a mutual fund or a captive insurance company. However the SVG Act goes
further; approval may be given where the company is formed for any other purpose approved by the local regulator.

Under this last category, companies established for the purpose of owning, managing, and developing or investing in real estate (in any part of the world) will be approved for incorporation as segregated cell companies, provided certain strict criteria are met.

Fees are laid down by the International Business Companies Amendment Regulations 2003. The total IBC incorporation fee payable to the government was initially set at $225, with an annual renewal fee of $135 (2009).

 

Placing an order for the formation of a company

 

The International Business Companies Act No.18 of 1996 and regulations SRO No. 33 of 1996 and their amendments governed the incorporation of International Business Companies in St. Vincent and the Grenadines until 2008 when new International Business Companies legislation was passed.

The SVG International Business Companies (Amendment and Consolidation) Act 2007 received Royal Assent on February 22nd.

In general, the principles contained in the St. Vincent and the Grenadines legislation are based on English company
law.

The formation of the St. Vincent and the Grenadines International Business Company can take place by using an order form which can be provided by the Registry Agent.

 

Off-the-shelf companies are also available.

 

The Registry Agent will check the name availability of the company (whether there is no company under such name
already). In St. Vincent and the Grenadines the law requires that all financial service providers know the identity of their

client so the actual contact details must be indicated at the Registry Agent.   This information remains confidential.

Requirements for the Registration of an IBC

 

•   Director: The minimum number of directors is one; they must be natural persons. If a company has a sole director,
      the sole director cannot be the company secretary. The director may be of any nationality and need not be resident
     
in St. Vincent and the Grenadines.

•   Secretary: A company secretary is not required. Secretary can be a natural person or body corporate. Can be of
      any nationality and need not be resident in St. Vincent and the Grenadines.

•   Shareholder: The minimum number of shareholders is normally one.

•   Shares & Capital: Shares issued by a company may be denominated in any currency and different classes of
     
shares may be denominated in different currencies. The normal authorised share capital is USD50,000 at $1 per
      share. (or the foreign currency equivalent), although the minimum authorised capital may be a nominal USD1, nor-
     
mally with one share of USD 1, or the foreign currency equivalent. All shares issued do not need to be paid up full
     
in cash.

•   Name of the Company: Names of Companies with limited liability must have the suffix Limited or Ltd., or the
     
French equivalent Societe avec Responsabilite Limitee or SARL.

•   Company must have a registered office and a registered agent in St. Vincent and the Grenadines.

 

Required Documents to register the company:

 

•   Notarized copy of your Passport.

•   Notarized Copy of utility bill for address verification less than 3 months old

•   Application documents.

 

When all the details are confirmed and the payment for the relevant fees received, the Registry Agent will prepare the Memorandum and the Article of Association of the new International Business Company. These will be filed with the Registry of International Business Companies in St. Vincent and the Grenadines.

There is no need to sign any statutory info, the initial company formation documents are prepared and signed on your
behalf by the Registered Agent always under the procedures set by the International Business Companies Act No.18
of 1996 and regulations SRO No. 33 of 1996. The Registered agent will file the corporate documents of the company,
will pay the applicable registration fees and arrange for the documents to be submitted to the St. Vincent and the Gren-
adines Registrar of companies for registration. All the relevant documents will be kept in the Registered Agents office.

 

Corporate documents of an IBC

 

Upon registration completion, you will receive a company kit including the following:

 

•   Certificate of Incorporation

•   Commencing and Share Issuance Resolutions

•   Certificate of Tax Exemption

•   Certificate of Exemption of Import Duties

•   Articles of Incorporation

•   Company By-Laws

•   Shares certificate (s)

•   Company seal

 

The multi-island country of St Vincent and the Grenadines is a land of contrasts. St Vincent - the main population centre - is mountainous and lush. Rainforests thrive in the interior and La Soufriere, an active volcano which last erupted in 1979, dominates the north.

Of the many islands and islets that make up the Grenadines, Mustique, Palm Island and Union Island are haunts of the rich and famous - offering yachting, diving and fine beaches.

Grenadines, in particular, has become a high-end tourism destination, a sector that is now, together with banana production, the main contributor of foreign exchange to the nation.

Saint Vincent and the Grenadines is a new and relatively small offshore financial center with very restrictive secrecy
laws. The identity of beneficial owners, directors, shareholders, as well as the register of charges, are not required to be
filled to the public record. It also has no double taxation treaty with any other country. More and more internet compa-

nies operating internationally now choose Saint Vincent and the Grenadines for their incorporation and banking needs.

 

GENERAL OVERVIEW

Location

A group of 32 Islands located at the South East of the Carribean sea.

Time zone

GMT - 4 hours.

Population

120,000

Capital

Kingstown.

Airport(s)

Six.

Language

English.

Currency

1 East Caribbean dollar = 100 cents.

Political system

Parliamentary democracy.

International dialling code

+784

Legal system

Based on English Common Law.

Centre’s expertise

Private wealth management and capital market transactions, trusts, international insurance, mutual fund administration and management, international banking.

TAX

Personal income tax

range from 10% to 40% (although Budget 2007 saw a commitment to reduce the upper level to 30% over the coming years).

Corporate income tax

33% for onshore companies. IBC - No corporate taxes, withholding taxes, capital gains taxes or others for 25 years.

Exchange restrictions

None.

Tax treaties

TIEA signed with 20 countries.

SHARE CAPITAL

Permitted currencies

Any currency.

Minimum authorised capital

One, Standard authorized capital: USD50,000 at $1 per share. Does not need to be paid up.

Minimum share issue

One.

TYPE OF ENTITY

Shelf companies

Available.

Timescale for new entities

from 24 Hours to 9 days (subject to name availability and reservation).

Incorporation fees

$225

Annual fees

$135 (2009).

DIRECTORS

Minimum number

One.

Residency requirements

No.

Corporate directors

No.

Meetings/frequency

No specific requirement, can be held by telephone anywhere in the world.

SHAREHOLDERS

Disclosure

No.

Bearer shares

Yes.

Minimum number

One, Corporate shareholder permitted.

Public share registry

No, unless the directors elect to do so.

Meetings / frequency

No specific requirement, can be held by telephone anywhere in the world.

ACCOUNTS

Annual return

Yes.

Audit requirements

No.

OTHER

Registered office

Yes: must be situated in St. Vincent.

Domicile issues

None.

Company naming restrictions

Yes. An IBC cannot include "Bank", "Insurance" or "Mutual Fund" in the title unless an appropri­ate license is held, nor can the title allude to any sponsorship or connection with the British Royal Family. The Registrar may also reject a company name that is too similar to an existing name. All company names must indicate limited liability by the suffix "Ltd", "Inc."Corp." etc.

Company

The strength of a company derives from the integrity of each individual employee