Want to set up a firm in Saint Lucia? We can assist you in starting a business or in buying a shelf company in Saint Lucia with a full package of necessary documents, legal advice and follow-up support. Incorporation of a firm in Saint Lucia includes provision of a registered office (for at least 1 year in any of our service plans), an apostilled set of constitutional documents, secretarial services and assistance with compliance fee and pre-approval for opening an account in banks of Saint Lucia. The total price of company formation in Saint Lucia includes all necessary fees and charges for the first year of operation, as well as full one-year nominee service (package Optimum).
Legal system of Saint Lucia is unique among the countries of British West Indies and similar to the mixed legal system of Canadian Quebec. While most branches of law are based on English common law, civil law and civil process follow French law traditions. The reason of such a state is a significant historical contribution of France into the island colonization.
The principal forms of business organization in Saint Lucia are:
For offshore solution foreigners can incorporate the following forms:
The most common structure is IBC (private limited company).
There is a range of requirements to the company name in Saint Lucia:
The following steps are required to incorporate an IBC in Saint Lucia:
An international business comapny shall at all times have a registered agent and a registered office in Saint Lucia. The following documents should be kept at the registered office: register of shares, register of directors, minutes of all meetings, copies of resolutions.
The registered agent of an international business company shall be licensed under the Registered Agent and Trustee Licensing Act and shall be the registered office of the international business company.
The Registrar shall not accept the resignation of the registered agent of an international business company until such time as another registered agent is appointed to replace the first registered agent.
An international business company may, by a resolution of directors, amend its memorandum or articles to change the place of its registered office and to change its registered agent. A change of registered agent and registered office shall be effective upon the proper filing with the Registrar of an amendment to the international business company’s memorandum or articles.
There are no compulsory requirements for seal. A company can obtain a rubber-stamp seal locally in 7 days; the cost is XCD 75. If a more formal embossed seal is required, it can be obtained from overseas in 14 days; the cost is about XCD 290.
All foreign individuals and companies, intending to conduct business in St Lucia, and own more than 49% of the company’s shares, are required to have a Trade License. The Ministry of Commerce, Industry and Consumer Affairs issues Trade Licenses.
The procedure for obtaining a Trade License is as follows:
The license is issued annually and expires on 31 December of the year in which it is granted.
Under the Foreign National and Commonwealth Citizens (Employment) Regulation, all non-nationals wanting to conduct a business or be gainfully employed in St. Lucia must apply for a work permit. Applications can be obtained from the Labour Department of the Ministry of Legal Affairs, Home Affairs and Labour.
To obtain a work permit in Saint Lucia, you have tos:
This procedure is repeated every year until the applicant becomes a citizen of St. Lucia. A person that has gained resident status is NOT EXEMPT from a Work Permit and is required to apply according to the above procedures.
All applications should be submitted to the Work Permit Officer at least two (2) months prior to the date which you propose or plan to be employed or engaged.
While the application is in process, the applicant should NOT engage in any kind of employment.
There are a number of restrictions on the activities of international business companies. An IBC shall not:
An international business company that willfully contravenes the above restrictions is liable to be struck off the Register and to a penalty of $100 for each day or part thereof during which the contravention continues, and a director who knowingly permits the contravention is liable to a like penalty.
The redomiciliation of companies to or from Saint Lucia is permitted.
A company incorporated under the laws of a jurisdiction outside Saint Lucia may, continue as an international business company if:
An international business company incorporated under the laws of a jurisdiction outside Saint Lucia is entitled to continue as an international business company, despite any provision to the contrary in the laws of the jurisdiction under which it is incorporated.
A certificate of continuation issued by the Registrar is prima facie evidence of compliance with all requirements of this Act in respect of continuation.
Subject to any limitations in its memorandum or articles, a company incorporated or continued as a company under this Act may, by a resolution of directors or by a resolution of members, continue as a company incorporated under the laws of a jurisdiction outside Saint Lucia in the manner provided under those laws.
Every IBC in Saint Lucia must have a Board of Directors consisting of one and more directors who can be natural persons or companies, residents and non-residents.
An international business company shall keep at its registered office at all times, a register to be known as the directors register containing the names and addresses of persons who are directors of the international business company; the date on which each person was appointed as a director; and the date on which any person ceased to be a director. An international business company may delete from its director’s register information relating to persons who are no longer directors.
Subject to any limitations in the memorandum or articles, the directors of an international business company may meet at such times and in such manner and places within or outside Saint Lucia, as the directors may determine to be necessary or desirable. A director shall be deemed to be present at a meeting of directors if he or she participates by telephone or other electronic means; and all directors participating in the meeting are able to hear each other.
Directors’ information is only disclosed to local agent and is not publicly accessible.
IBCs in Santa Lucia are not required to appoint a company secretary.
Each company in Saint Lucia must have at least one shareholder who can be a natural person or a company, residents and non-resident.
Annual general meetings are not required. Shareholders’ meetings can be held any time at any place within or outside Saint Lucia. A shareholder shall be deemed to be present at the meeting if he or she participates by telephone or other electronic means; and all shareholders participating in the meeting are able to hear each other.
Shareholders’ information is only disclosed to local agent and is not publicly accessible.
St. Lucia adopted transparency rules from the OECD in 2021 and provides beneficiary data upon first request through the agency's corporate website or by request.
There is no fixed minimum authorized capital requirement nor is there a maximum limit on the amount of authorized capital. Standard amount of authorized capital is 100 US dollars. Capital may be nominated in any currency.
The minimum issued capital may be one share of no par value or one share of par value. Standard par value of share is 1 dollar. Issued shares must be fully paid.
Bearer shares are not permitted.
A share register is to be kept at the registered office. A share register should contain the following information:
An international business company may delete from its share register information relating to persons who are no longer members.
Price2 390 USD
including incorporation tax, state registry fee, including Compliance fee
Stamp Duty and Commercial Registry incorporation fee
Price1 740 USD
including registered address and registered agent, NOT including Compliance fee
DHL or TNT, at cost of a Courier Service
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Price1 380 USD
Paid-up “nominee director” set includes the following documents
Paid-up “nominee shareholder” set includes the following documents
Compliance fee is payable in the cases of: renewal of a company, liquidation of a company, transfer out of a company, issue of a power of attorney to a new attorney, change of director / shareholder / BO (except the change to a nominee director / shareholder)
simple company structure with only 1 physical person
additional compliance fee for legal entity in structure under GSL administration (per 1 entity)
additional compliance fee for legal entity in structure NOT under GSL administration (per 1 entity)