Pinnacle SLU

IBCA Summary

International Business Companies Act

IBC’s may be registered in St. Lucia under the Act by: Incorporation, Continuation, Merger or Consolidation.

The following are the key features of the Act:

  • All companies must have a Registered Agent and a Registered Office. The office of the Registered Agent is the Registered Office.
  • The Act provides for confidentiality of Beneficial Owners, Shareholders, Directors and Officers.
  • Only the registered agent and the address of the registered office are public records.
  • Disclosure only possible to specified authorities in accordance with specific legislation.
  • Great flexibility and control of the operations of the IBC. The shareholders can limit the powers of the directors through the memorandum and articles of Association, or through a unanimous shareholder agreement.
  • The annual registration fee is US $300. There are penalties for late payment or default.
  • There is no requirement for local directors and meetings of directors may be held anywhere.
  • All Registered Agents are regulated to ensure professional efficient service.
  • Allows for shares with and without par value.
  • Makes provision for tax concessions for any specially qualified person working for the IBC in St. Lucia.

The following changes apply effective July 1, 2021:

  • All IBCs are now deemed resident and subject to the provisions of the Income Tax Act.
  • Filing of annual tax returns is required.
  • Provisions of the Act relating to stamp duties, withholding tax and income tax have been amended.
  • Payment of Income tax, Stamp Duties and Withholding taxes will apply with some limited exceptions.
  • Will be subject to the Aliens (Licensing) Act.
  • Will not be restricted from doing business with residents and may own immovable property.
  • All IBCs are required to file annual returns (Shareholders, Directors and Beneficial Owners) and unaudited financial statements but only with the Registered Agent.
  • Registers of Shareholders, Directors and Beneficial Owners are required to be kept at the registered office.
  • The Registered Agent is required to report by providing a list of companies in default of any of the filing requirements.
  • There are penalties for failure to supply the returns to the Registered Agent.