Antigua is a well-known offshore financial center and tax haven in the Eastern Caribbean, and is thus an ideal jurisdiction for offshore company formation. It is simple, fast, and affordable to set up an Antigua International Business Corporation (IBC), which offers prospective investors numerous benefits.
The non-resident corporate legislation was passed in 1982, the Antigua International Business Corporation Act which allows exemption of all corporate taxes. Most notably, Antigua IBCs are completely exempt from all taxes. Furthermore, Antigua is one of the most ideal and affordable jurisdictions to “buy” second citizenship and offers very attractive offshore banking services.
This makes it perfect for those looking to create a highly efficient offshore financial structure in a tax haven. As a bonus, it is a beautiful island nation with high living standards, a relaxed atmosphere, and pristine beaches.
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Two incorporators, who are both citizens and residents of Antigua, are required to form an IBC. At least one of these persons should be a registered attorney. They will need to submit the following documents to the Companies Registrar:
The Registrar thereafter issues the Certificate of Incorporation. The specific activities in which the company can engage are stipulated in the Memorandum, and the Articles of Incorporation lay out the rules for the internal management of the company.
Antigua IBCs are completely exempted from all forms of taxation. This includes:
These exemptions are guaranteed for a period of at least 50 years.
Anonymity, Confidentiality and Disclosure
Antigua IBCs ensure strict confidentiality. There are no public records of company shareholders and beneficial owners. It is an outright crime for anyone associated with the IBC (employee or bank employee) to share information without prior authorisation. Antigua also has extremely strict banking privacy laws.
All issued shares must be fully paid. The following share types are permitted:
Shares of no par value
Shares with or without voting rights
A company can repurchase its issued shares. Bearer shares and nominee shareholders are both permitted for greater privacy.
There are no specified minimum authorized capital requirements; however, the usual authorized share capital is USD 50,000.
Directors and Shareholders
Only one shareholder and one director are required, who can be the same person of any nationality. The shareholder/director can also be any legal or corporate entity.
The only significant trade restriction which IBCs face is that their commercial activities and trade must be done outside of Antigua’s borders to qualify as an IBC.
Principal Corporate Legislation
The Antigua International Business Corporation Act of 1982 is the main corporate legislation which governs Antigua IBCs. This act covers all matters regarding formation, taxation, authorised share capital, proper structuring and so forth.
Type of Law
The Antigua and Barbuda legal system is based upon English Common Law. Its highest Judicial branch is the Eastern Caribbean Supreme Court (based in Saint Lucia).
Powers of the Company
An Antigua IBC is regarded as a separate legal entity from its shareholders and directors. It has all the same powers and rights as a natural person. Furthermore, a shareholders’ liability is limited to their investment in the company.
Antigua IBCs are expected to conduct annual general meetings, but these may be held anywhere in the world.
A local registered office and registered agent are both required. The agent may be either a corporate body or individual resident. Copies of all the incorporation documents must be kept at the registered office. These are not available to the general public.
A company secretary is required who may be an individual or corporate entity.
Language of legislation and Corporate Documents
Audit and Annual Reporting Requirements
There is no requirement to file audited accounts or annual returns.
The local currency in Antigua is the Eastern Caribbean dollar, which is pegged to the US dollar. The US dollar is also widely used and accepted everywhere. There are no exchange controls on monetary transactions of Antigua IBCs, so funds can be freely exchanged and moved in and out of the island.
Financial Statements required
Although there is no requirement to file accounts with the authorities, Antigua IBCs are still required to maintain financial statements which accurately reflect the financial position of the company.
Shelf Companies available
Yes, shelf companies can be purchased.
Time required to form offshore company
The usual time required for formation is as little as 2-3 business days, but it may take up to 10 business days to receive the required documentation.
Company Name Requirements and Restrictions
The name chosen can be in any language. It must be unique and should not contain any disrespectful language. It should end with one of the following suffixes or its corresponding abbreviation: Limited, Corporation, Incorporated, Socičtč Anonyme, Sociedad Anonima.
The following names require special permission and licensing: Bank, Insurance, Assurance, Re-Insurance, Trust, Trustee, Savings, Royal, Asset Management, Fund Management, Investment Fund, Building Society, Municipal, Chartered. In addition, names which imply any affiliation or connection to local or national Governments are not permitted.
Access to Double Tax Treaties
None which are applicable to offshore business.
The annual licensing fees are as follows:
USD 300 per year for companies with an authorised capital up to USD 50,000
USD 350 per year for companies with a share capital that does not exceed USD 50,000 but has some or all of its shares with no par value.
USD 1,000 per year for companies with a share capital of more than USD 50,000.
In addition, there is an annual return filing fee of USD 100.
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