Some changes have been made to business companies in St. Vincent and the Grenadines with immediate effect.

Name

The companies would now be called a “business company” and NOT an international business company

Directors

There is now a requirement to file the details of all directors of the company with the Financial Services Authority (FSA)- the names of the directors would be made available to anyone that searches the company

Members/shareholders

There is now a requirement to file the details of all members/shareholders with the Financial Services Authority (FSA)- the names and address of the shareholders will NOT be made public to anyone that searches the company

Taxes

Corporate Taxes will be payable at a rate of 30%

(We have however been informed that there should be an amendment to this particular section in the first quarter of 2019. The amendment would include a tax on territorial income only—and so seeing that the business companies do not trade in St. Vincent and the Grenadines, taxes would therefore not be payable)

Financial statements

Financial Statements are required to be filed yearly for companies whose gross revenue for the financial year exceeds four million dollars or such greater sum as may be prescribed; or whose total assets exceed two million dollars, or such greater sum as may be prescribed as at the end of the year.

Declaration of solvency

A business company whose gross revenue for the financial year is less that four million dollars or whose total assets exceed two million dollars shall, file a declaration of solvency in the prescribed form that is dated and signed by two directors of the company or, if the company only has one director, by that director, certifying that the directors are satisfied, on reasonable grounds, that the company satisfies the solvency test at the date of the certificate.

Financial records

There is now a requirement for a business company to keep financial records, including underlying documentation, that are (a) sufficient to show and explain its transactions; (b) to enable its financial position to be determined with reasonable accuracy, at any time; (c) to enable it to prepare such financial statements, or declaration of solvency, and make such returns as it is required to prepare and make under this Act and the Regulations and, if applicable under any other enactment; and (d) if applicable, to enable its financial statements to be audited in accordance with the requirements of any other enactment.

The financial records of a business company may be kept at the office of its registered agent or at a place within or outside the State as the directors may determine.

If a business company keeps hard copies of its financial records at a place other than the office of its registered agent, the company must ensure that it keeps at the office of its registered agent–

• (a) financial records that disclose with reasonable accuracy the financial position of the company at intervals not exceeding three months;
• (b) a written record of the place where the financial records are kept; and
• (c) if the place at which the financial records are kept is changed, provide the registered agent with the physical address of the new location where the financial records are kept within five working days of the change of location.

The financial records shall be kept for at least seven years after the end of the financial year to which they relate.

Minutes and resoltions

There is now a requirement for the business company to keep all minutes and resolutions that relates to the company for a period of 10 years following the date of the relevant meeting or resolution.

If a business company keeps the minutes or resolutions, or any of them, at a place other than the office of its registered agent, the company shall–

• (a) provide the registered agent with a written record of the physical address of the place at which the minutes or resolutions are kept; and
• (b) if the place at which the minutes or resolutions are kept is changed, provide the registered agent with the physical address of the new location where the minutes or resolutions are kept within five working days of the change of location.

Read more

• About St Vincent and the Grenadines
• Saint Vincent and the Grenadines company registry
• Offshore banks in St Vincent