Formation of International Business Company (LLC) in St.Lucia

Company Name 
St.Lucia companies’ names must end with one of the following words, or their relevant abbreviations – Limited, Corporation, Incorporated, Societe Anonyme, Sociedad Anonima. The following names to be used, require licensing: Bank, Insurance, Assurance, Re-Insurance, Trust, Trustee, Savings, Royal, Asset management, Fund Management, Investment Fund, Building Society, Municipal, 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 application made to the Registrar of Companies. Incorporation may be also done via online registry, but in any case local agent’s assistance is required. Memorandum and Articles of Association must be lodged with the Registrar. Memorandum specifies the activities in which the company may engage and Articles of Association specify the rules governing the internal management of the company. 

Shareholders 
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. 

Share Capital 
There is no specific minimum capital requirement. The standard authorized 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 
St.Lucia 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. 

Registered Office And Local Agent/Secretary 
St.Lucia IBCs must maintain a registered office and registered agent within St.Lucia. Registered agent may be corporate body or individual resident in St.Lucia. All Registered Agents are regulated to ensure professional efficient service. 

Meetings 
The directors and the shareholders meetings need not be held in St.Lucia; also there is no requirement for an Annual General Meeting. All meetings may be held outside St.Lucia, by telephone or other electronic means. Alternatively, directors and shareholders may vote by proxy. 

Incorporation Time 
Usually 1 working day, but we require up to 10 working days for legalization of the documents and delivery by courier. 

Taxation 
St.Lucia IBCs may elect to be exempted from income tax or to be liable to income tax on profits and gains at 1%. Also IBCs are not subject to stamp duties, withholding tax and capital gains tax. 

Audit And Financial Returns 
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 a 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.