We are pleased to provide a summary of the salient features of
companies incorporated in Antigua.
The State of Antigua and Barbuda is located in the Eastern Caribbean and
is part of the group of islands that constitute the Leewards Islands. Antigua measures 108
square miles (280 sq. km) and Barbuda measures 62 square miles (160 sq. km). Along with
these two islands which make up the State of Antigua and Barbuda is the islet of Redonda
0.6 square miles (1.6 sq. km) which is uninhabited. There are approximately 60,000 people
on Antigua and 1,500 on Barbuda. Antigua is situated 170 N and 610
W, with Barbuda 25 miles to the north. Redonda is situated west of Antigua.
The climate of Antigua and Barbuda can be described as being mildly
tropical with temperatures ranging between 240 and 300 (760
F and 860). The trade winds which blow constantly across Antigua help to keep
the humidity low, thus maintaining a pleasant climate year round.
Although only 108 square miles, Antigua has the largest tourist sector
in the Leeward and Windward Islands. Since the decline of the sugar industry in the
1960's, tourism has been the main contributor to the economy, accounting for sixty percent
(60%) of the GDP. There has been a significant increase in both the number of hotels
present on the island and the number of passenger arrivals. Frequent cruise ship arrivals
at the St. John's Harbour and the Deep Water Harbour also play a major part in boosting
the tourism industry. The opening of the Heritage Quay duty-free shopping complex provides
tourists with the opportunity to shop at duty-free prices.
Antigua is a major yachting centre and every year hosts one of the
world's major yachting competitions. The Antigua Sailing Week Competition, which is held
at the end of April each year, attracts hundreds of yachts and is a major source of
revenue for the tourism industry.
Antigua was discovered by Christopher Columbus in 1493, who gave the
island the name of Antigua, after the church of Santa Maria La Antigua in Seville, Spain.
The British were the first Europeans to establish a settlement in 1632 and, except for a
brief period when the settlement was occupied by the French, Antigua remained a British
colony until 1967.
Antigua and Barbuda gained its independence on November 1, 1981. As an
independent nation, Antigua became the 157th member of the United Nations. It is also a
member of the Commonwealth of Nations, the Organization of American States (OAS), the
Organization of Eastern Caribbean States (OECS), the Caribbean Common Market (CCM), the
International Monetary Fund (IMF), and the World Bank.
The system of Government which exists in Antigua, is one of democracy
based upon the British Parliamentary system. The Government consists of a Cabinet of
Ministers which is headed by the Prime Minister.
The Language of Antigua and Barbuda is English.
The Currency in use is the Eastern Caribbean Dollar which is linked to
the United States dollar at the official exchange rate of US $1.00 = EC $2.70.
Antigua has put into place a number of features which make it ideal for
permanent residence or doing international business transactions. Antigua is a tax free
jurisdiction for permanent residents and those companies which are incorporated under the
International Business Corporation Act. The country offers adequate infrastructure in
which to conduct business.
INCORPORATION OF IBCs
Any company wishing to conduct business as an offshore entity need to be
incorporated under the International Business Corporations (IBC) Act, 1982. Incorporation
can only be undertaken by any two (2) citizens of Antigua and Barbuda who are resident in
Incorporation is achieved by signing and sending the articles of
incorporation to the Director of International Business Corporations. Articles of
Incorporation must be substantially in the form set out below:
Name of Corporation
Where the registered office is to be situated
The classes and any number of shares the corporation is authorized to
Restrictions if any of the share transfers
Number (or minimum and maximum number of directors)
Restrictions on business the corporation may carry on
Other Divisions, if any
CERTIFICATE OF INCORPORATION
Upon formation of an IBC, a Certificate of Incorporation is issued and
serves as conclusive evidence of the incorporation of the company. In subsequent years the
Director issues a Certificate of Incorporation and Good Standing.
There are no special capital requirements for an offshore company except
for Banks, Trusts and Insurance Companies which have stated minimum capital levels.
A company may choose to have one (1) shareholder and shares can be
issued in registered or bearer form and with or without nominal or par value. Bearer
shares must indicate that they are not transferable to a resident of Antigua and Barbuda.
A company need only have one (1) director. In the case of banks, trusts
or insurance companies at least one director must be a citizen and resident of Antigua and
REGISTERED OFFICE AND AGENT
Every offshore company must have a registered office and registered
agent in Antigua and Barbuda. An offshore service provider could be appointed as a
registered agent to prepare and submit required applications.
Directors of the company are required to call an annual general meeting
of shareholders. Meetings may be held outside of Antigua and Barbuda except for for the
Annual General Meeting. Telephone meetings are permissible as long as one (1) director is
physically present in Antigua and Barbuda and shareholders may vote by proxy.
There are no requirements for an ordinary international business
corporation to file audited financial statements. However, banks, trusts and insurance
companies are required to file annual audited accounts within six (6) months of the
corporation's year end.
The legislation governing the operation of International Business
Corporations allows for companies to be re-domiciled both inwards and outwards.
Companies incorporated under the IBC Act, 1982 of Antigua and Barbuda
are exempted from the payment of taxes for a period of fifty years.
Income, profits, gains and other revenues, and the funds and securities
of an exempt corporation are exempt from exchange control regulations, unless the exempt
corporation is a resident.
An International Business Company (IBC) can be used for the registration
of ships under the Antiguan Flag. Once the vessel is owned by the IBC, the Company may
apply to have the vessel registered under the Antiguan Flag.
The Company should be furnished with the following documents for the
purpose of making any application with respect to yacht and pleasure crafts:
Written application form signed by the authorized person
Copy of Bill of Sale or builder's certificate
Copy of current registration certificate
Evidence of deletion from previous registry
Declaration of ownership
Copy of latest survey report