Company Incorporation in St. Vincent and the Grenadines

There is no need to have local directors or shareholders to form your offshore company in St. Vincent & the Grenadines. A company must have at least one director and one shareholder, but that can be you, irrespective of your country of citizenship, origin, or residence. This means you can establish a St. Vincent & Grenadines company with directors and shareholders who are not residents of St. Vincent & Grenadines. You can also use Vepapu’s Nominee Director and/or Nominee Shareholder services to keep your identity out of your company formation documents.

A registered address in St. Vincent and the Grenadines is required to form a company — it is a legal requirement, and without it we cannot proceed to file the documents with the registrar for your company’s incorporation. Vepapu already covers this service for you, which means you do not need a physical office in St. Vincent & Grenadines to incorporate. One thing to keep in mind: if your company will carry on one of the nine activities caught by the economic substance rules, a registered address alone is not enough — that regime asks for real people, spending, and premises in SVG. We will flag this before you commit to a structure.

Maintain a company structure that includes at least one director and one shareholder, and appoint and maintain a licensed local registered agent and a registered office address in St. Vincent & the Grenadines. Every Business Company then has three annual filings. First, a filing with the FSA within five months of its balance date: financial statements if gross revenue for the year exceeded US$4 million or total assets exceeded US$2 million, and otherwise a declaration of solvency signed by the directors — there is no size below which nothing at all is filed. Second, a corporate income tax return with the Inland Revenue Department within three months of the financial year end, whether or not tax is owed. Third, an economic substance return with the Inland Revenue Department within four months of the end of the assessment period, which the law requires of every resident entity. The annual government fee of US$100 is also payable. You must notify the Registrar of any change in directors, members, registered office address, or other registered particulars.

It is worth understanding how SVG arrived at its present position. The 2018 amendment removed the old blanket exemption for International Business Companies, and from 1 January 2019 the renamed Business Companies fell inside the ordinary corporate income tax. In December 2020 the Income Tax Act was amended to introduce territorial taxation, which exempts foreign-source income. So today a Business Company pays corporate income tax at 28% on income sourced in St. Vincent and the Grenadines, and nothing on income earned outside it. Two caveats matter. The exemption is not automatic paperwork-free: the company still files a tax return within three months of its financial year end and an economic substance return within four months of the assessment period, and the substance regime exists precisely because the territorial exemption was classified as a preferential regime by the EU and OECD. And your own country of residence will tax you under its own rules, including any controlled-foreign-company regime, so please take advice where you live.