Incorporation

Certificate of Incorporation – The official document issued to a St. Lucia IBC once it has been duly registered. Certificates of Incorporation are issued by the Registrar General of Companies whose signature and seal are borne on the Certificate of Incorporation.

Memorandum of Association – Constituting document stating the IBCs name, objects, authorized share capital, powers, restrictions, rights, the currency in which shares are issued, the number, series and classes or shares and the particulars of the registered agent and registered office in St. Lucia.

Articles of Association – Constituting document stating the IBC rules and regulations. The Articles of a St. Lucia IBC is subscribed to by the IBCs registered agent and represents a binding agreement between the members and the IBC.

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Amendments can be made to the Memorandum and Articles of Incorporation of s St. Lucia IBC as required by the members. Amendments are to be effected through the registered agent and thereafter formally registered with the Registrar.

Shares

The shares of a St. Lucia IBC do not constitute real but personal property.
The Articles of a St. Lucia IBC must issue a statement on whether share certificates were handed over to shareholders or not

Share certificates must bear the common seal of the IBC as well as the signatures of the following persons: a single director and officer or two directors and two officers.
Share registers must be maintained at by a St. Lucia IBC and contain particulars including the date on which each shareholder was entered, the names and address of each shareholder, the date any shareholder stepped down as a member, the number shares held by each holder including the series and class of those shares

Several types of shares not limited to shares valued at more or less than one vote per share, voting and nonvoting shares, common, redeemable and limited shares can be issued by a St. Lucia IBC

Name

A St. Lucia IBC must include any one of the following endings to its name: Corporation, Incorporated, Sociedad Anonima, Societe Anonyme, as well as Ltd., Corp, Inc. or S.A.
No name of any ST. Lucia IBC should be the same as another company or IBC registered or incorporated in St. Lucia

No name of a St. Lucia IBC must contain the words ‘Building Society’, ‘Chartered’, ‘Insurance’, ‘Commerce’, ‘Bank’, ‘Royal’, ‘Imperial’, ‘Municipal’, ‘Cooperative’, or ‘Imperial’.
A name change can take effect by making the relevant changes in the IBCs articles as prescribed under the law

Capital

The capital requirements for a St. Lucia IBC are minimal. The incorporation fee paid by a St. Lucia company is also not proportionate to capital therefore fees are fixed and allow freedom and flexibility in the share capital amount. The share capital of a St. Lucia company does not have to be fully issued when you are incorporating the company; hence a company is capable of issuing one (1) share to a single shareholder and is not obligated to issue the full value of its authorized share capital.