Company Registration in St Kitts and Nevis; An Overview

Saint Kitts is an island located in the Windward Islands group situated in the Lesser Antilles archipelago (Caribbean Sea) and the largest island in the Federation of Saint Kitts and Nevis, with a  population of about 34 thousand people. Its main city is Basseterre.

Company Registration in St Kitts can be beneficial for the entrepreneur owing to the host of benefits offered by this destination. However, proper advice in respect of such company registration must be sought in order to avoid the complexities.

Benefits of Company Registration in St Kitts and Nevis

The benefits of Company Registration in Saint Kitts and Nevis are –

• Absence of capital gains,  incomes, inheritance taxes
• Absence tax for profits from trading business with CARIBCAN
• No requirement for annual financial records
• No searchable beneficial ownership information
• No foreign exchange preventions
• Member of the Commonwealth of Nations
• English-based law legal system
• Reputable jurisdiction with high regard for economic liberty
• Ease of operation, maintenance and control

Eligible Business Structures for Company Registration in St Kitts and Nevis

The eligible business structures for company registration in St Kitts and Nevis are discussed below –

Private LLC

Companies can be incorporated either in the form ofLimited Liability Companies ('LLC') or International Business Companies ('IBCs'). LLCs can be Private or Public Companies. The key aspects of a Private LLC are –

Shareholders' liability is limited to their contribution to the company, the absence of any minimum capital requirement. A minimum of 1 shareholder and max 50 shareholders are permitted, a Minimum 1 director is required, Neceasry to have a registered office in this destination, Mandatory to appoint a secretary, and it is Mandatory to include the suffix 'Limited' in the company name.

Public LLC

The key features of a Public LLC are Shareholders’ liability is limited to their contribution to the company. No minimum capital requirementMinimum of nation 51 shareholders and 3 directors are required. Permitted for offering shares to the public,  a registered office, and appointment of a secretary. Mandatory to include the suffix 'Limited' in the company namemust file its audited accounts with the ROC.

International Business Company (IBC)

An IBC is a company registered under the Companies Act and the Nevis Business Corporation Ordinance in this destination but operates outside the country. Such companies aren't allowed to do business with residents and target only non-resident customers. There is a restriction on them from owning any real property in the country or conducting business activities relating to banking, assurance, insurance, fund and collective investment schemes.  IBCs are typically formed as holding or investment companies.

Partnerships

A partnership is formed when 2  or more persons have agreed to carry on a business for profit as co-owners. Partnerships can be formed as general partnerships or limited partnerships.Under a general partnership, the partners have joint and several liabilities for the partnership firm's obligations.

Limited Partnerships

Such Partnerships are established under the Limited Partnerships Act and formed by one or more general partners and one or more limited partners. General partners have the liability for all the firm's debts and obligations, whereas the limited partner's liability is limited to his contribution to the company. The name of the limited partnership must have the suffix "limited partnership" or "LP".

Sole Proprietorship

A sole proprietorship can be incorporated by an individual who shall be liable for all the debts and obligations of the company.

Foreign Business (Subsidiary, Branch)

Foreign companies can carry out their operations by forming an 'External Company', i.e. a Branch Office in this destination, or by the constitution of a Subsidiary or a Branch Office. A subsidiary can be formed either as a private LLC or as a public LLC, or as an IBC with foreign holding,  depending on certain restrictions.A branch is not considered a separate legal entity in this destination. Its operations are already defined by the foreign parent company.

Eligibility Criteria for Company Registration in St. Kitts and Nevis

The below-mentioned eligibility criteria must be met for company registration in St Kitts and Nevis.

• Registered Office
• Registered Agent
• Minimum 1 Director
• Minimum 1 shareholder
• No Minimum Share Capital

Documents Required for Company Registration in St Kitts and Nevis

The  documents required for company registration in St Kitts and Nevis are as follows

• Passport copies of each shareholder/beneficial owner and director
• Residential address proof of each director and shareholder (Should be in English or a certified translation).
• The issued share capital and par value of shares. 
• Proposed Company Name
• Brief Description of Company Activities
• St Kitts and Nevis Registered Office Address
• Memorandum of Association and Articles of Association

Procedure for Company Registration in St Kitts and Nevis

The entrepreneur must follow the below-mentioned procedure for company registration in St Kitts and Nevis

Choose a Business Structure

The entrepreneur must choose the type of business structure best suited for the company depending upon its operations.

Name Search

After choosing the type of company, the entrepreneur must check for the availability of the company name with the Financial Services Regulatory Commission to ensure that the intended company namehasn’t been taken already, followed by reserving the name for the company.

Filing the Application and Submission of Documents

Next, the entrepreneur must file the application and attach the required documents along with the same for further processing and verification.

Grant of Registration Certificate

Upon the filing of the Application and submission of the documents, the same shall be verified by the competent authority, and if the authority is satisfied with everything post-verification, it shall grant the registration Certificate.

Purchase the Company Seal and Stamp

Subsequent to the obtainment of the registration certificate, the entrepreneur must purchase the company seal and stamp for the purpose of opening a corporate bank account.

Obtain the Business Licences

This is done by applying to the Ministry of Finance or the Financial Services Regulatory Commission, based on the type of business to be registered. After the application is processed, it will be forwarded to the Inland Revenue Department, which will issue a tax identification number.

Open a Corporate Bank Account

Opening a corporate account is necessary for conducting the day-to-day activities of the business.