Saint Lucia Company Registration | Set Up a Company in Saint Lucia (International Business Company)
Saint Lucia offshore company
Planning a Saint Lucia company registration or a Saint Lucia offshore company? The usual offshore entity in Saint Lucia is the International Business Company (IBC), formed under the International Business Companies Act. The application must be filed with the Registry of International Business Companies through a licensed registered agent. Foreigners can own shares and serve as directors, and the number of directors is set by the articles.
Under Schedule 2 of the International Business Companies Regulations, the IBC annual fee is US$300. The fee for the first year is due at incorporation (reduced by the quarter of incorporation), and after that it is due by 15 January each year. IBCs formed on or after 1 January 2019 are Saint Lucia tax residents. They must file under the Income Tax Act and have staff, spending and capital that match their business. The old “fully tax-exempt” regime applies only to companies formed before 2019. NSS Group (戰國策集團) offers one-stop Saint Lucia company registration, from structure assessment, working with a registered agent and document preparation to tax filing planning, bank account opening and annual maintenance, helping businesses and individuals set up a compliant Saint Lucia company.
Under section 5A of the International Business Companies Act, IBCs formed on or after 1 January 2019 are Saint Lucia tax residents and file tax returns based on unaudited annual financial statements. The old section 109 regime of exemption or a 1% tax rate applies only to companies formed before 2019.
Under section 28, a company must keep a register of members and a register of beneficial owners at its registered office, and file an annual shareholder return and an annual director return. Disclosure is required.
Saint Lucia law provides for international business companies, international partnerships and international trusts. International banks, international insurers and international mutual funds are licensed and supervised separately by the Financial Services Regulatory Authority (FSRA).
Section 5A requires an IBC to have qualified employees, operating expenditure and invested capital that match its business, and to follow monitoring rules issued by the Minister. The authorities can also request information or carry out inspections.
Saint Lucia also has a citizenship by investment program, but it is a separate process from company registration. Eligibility, fees and review times follow the government’s official notices.
company registration?
The main features of a Saint Lucia IBC come from the International Business Companies Act as amended from 2018 to 2022:
Saint Lucia company registration must go through a licensed registered agent, who files with the Registry of International Business Companies. The time needed depends on the name reservation, due diligence documents and the Registry’s review.
NSS Group connects you with a Saint Lucia registered agent, prepares the shareholder, director and beneficial owner documents, and plans the annual fee, annual shareholder and director returns, tax filing and substance requirements after setup, so your Saint Lucia offshore company stays clear and compliant from incorporation to annual maintenance.
An IBC must have a registered office and a registered agent. The application is filed by a registered agent licensed under the Registered Agent and Trustee Licensing Act, with a declaration that anti-money laundering, counter-terrorism and income tax rules have been met (section 5A).
The registered agent checks and reserves the name with the Registry. Reservation is free for up to 10 days and costs US$50 beyond 10 days.
Provide passport copies and proof of address for all directors, shareholders and ultimate beneficial owners, plus a description of the business and the source of funds. The company must keep a register of beneficial owners (section 28).
The registered agent drafts the Memorandum and Articles to fit your needs. The number of directors is set by the Articles (section 44).
The registered agent files with the Registry and pays the first year’s annual fee (US$300, reduced by the quarter of incorporation), and the certificate of incorporation is issued. After that, pay the annual fee by 15 January each year, file the annual shareholder and director returns, and file tax returns under the Income Tax Act.
service
- Company name search and reservation
- Preparation and filing of registration documents
- Drafting of governing documents
- Collection of the registration certificate
- Bank and account options for offshore companies
- Account opening document preparation
- Appointment booking and accompaniment
- Post-opening support
- Registered address
- Company secretary appointment
- Annual filing services
- Document custody and management
- Bookkeeping
- Tax filing and planning
- Financial statement preparation
- Audit arrangement
- Trademark search and assessment
- Trademark application filing
- Trademark maintenance and renewal
- Infringement protection advice
- Company change filings
- Share transfer support
- Company deregistration
- Legal advisory support
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- IBC structure assessment and name reservation
- Introduction to a licensed Saint Lucia registered agent
- Memorandum and Articles drafting
- Due diligence and beneficial owner documents, incorporation filing
- Annual fee, annual returns and tax filing planning
Saint Lucia government IBC annual fee: US$300 (reduced by quarter in the year of incorporation). Registered agent and advisory fees are quoted by structure and scope of service. See the fee breakdown below. There are no hidden fees.
Saint Lucia company formation cost: fee breakdown
The total cost of setting up a Saint Lucia international business company (IBC) is made up of the Registry of International Business Companies' government fees, the registered agent's service fee and ongoing annual maintenance. The official fees from Schedule 2 of the International Business Companies Regulations are listed below so you can check Saint Lucia offshore company quotes line by line.
| Item | Cost | Notes |
|---|---|---|
| Annual fee (due at incorporation) | US$300 / year | Under regulation 15, the fee in the year of incorporation is reduced by quarter: full fee for January to March, 25% off for April to June, 50% off for July to September and 75% off for October to December. After that it is due by 15 January each year. |
| Late annual fee | 10% added for each 30 days, 50% added after 2 months | Under section 104 of the International Business Companies Act. |
| Name reservation | Free for up to 10 days through a registered agent, US$50 beyond 10 days | US$50 if reserved by someone other than a registered agent. |
| Certificate of incorporation / certificate of good standing | US$50 | Often requested for bank account opening or cross-border transactions. |
| Restoration after striking off | US$300 within 6 months, US$600 after 6 months | Under Schedule 2 of the Regulations. |
| Registered agent and registered office | Quoted by service | The application must be filed by a registered agent licensed under the Registered Agent and Trustee Licensing Act. This is a fixed yearly maintenance item. |
| NSS Group advisory fee | Written quote after a free assessment | Based on the shareholder structure, economic substance arrangements, tax filing and bank account needs. Every item is listed in the quote, with no hidden fees. |
Government fees come from the International Business Companies Regulations in the Revised Laws of Saint Lucia (2023) published by the Attorney General's Chambers of Saint Lucia. The latest official notices prevail.
Saint Lucia company tax and compliance: IBCs formed since 2019 are taxed
The Saint Lucia IBC regime changed a great deal after the 2018 to 2019 amendments. IBCs formed on or after 1 January 2019 are Saint Lucia tax residents, fall under the Income Tax Act and must meet substance requirements. Shareholders should also check the controlled foreign company (CFC) rules in their home country.
| Item | Rule | Notes |
|---|---|---|
| IBCs formed from 2019 | Tax resident, under the Income Tax Act | Under section 5A of the International Business Companies Act (as amended by Act No. 2 of 2022), an IBC is a resident as defined in the Income Tax Act and must file an annual tax return based on its unaudited annual financial statements. |
| Substance requirements | Adequate staff, spending and capital | Section 5A requires the company to have qualified employees, operating expenditure and invested capital that match its business, and to follow monitoring rules issued by the Minister. |
| IBCs formed before 2019 | Old regime: exemption or 1% | The old section 109 regime applies only to companies formed before 2019. Later amendments restrict them from acquiring new assets or starting new business, and they can elect under section 5B to be taxed as residents. |
| Corporate income tax rate | Under Schedule 5 of the Income Tax Act | The rate is set by section 80 and Schedule 5 of the Income Tax Act. Ask an accountant to confirm it for your case. |
| Beneficial ownership | Company keeps a register of beneficial owners | Under section 28, a company must keep a register of members and a register of beneficial owners at its registered office, and file an annual shareholder return and an annual director return. |
| Accounting records | Kept at the registered office | Under section 66, a company must keep accounts that reflect its financial position, plus minutes and resolutions. Breaches carry a fine of $50 per day. |
| Home-country CFC rules | Depends on the shareholders' home country | If a Saint Lucia company controlled directly or indirectly by companies or individuals in another country pays little tax, its profits may have to be included in their home-country taxable income under CFC rules. |
Tax and filing rules follow the International Business Companies Act and the Income Tax Act in the Revised Laws of Saint Lucia (2023). For your own case, ask an accountant to review your actual structure.
Saint Lucia IBC, Saint Vincent, Nevis or BVI: which should you choose?
A Saint Lucia offshore company is often compared with other Caribbean offshore companies. The table below compares four common structures on a few key points.
| Item | Saint Lucia IBC | Saint Vincent business company (BC) | Nevis company | BVI business company (BC) |
|---|---|---|---|---|
| Government annual fee | US$300 | US$100 | US$300 | From US$450 |
| Government setup fee | First year's annual fee paid at incorporation (reduced by quarter) | US$125 | US$300 | From US$450 |
| Local tax | Tax resident from 2019, under the Income Tax Act | Tax on income earned in Saint Vincent | Old exemption ended in 2021 | Exempt (section 242) |
| Substance requirements | Staff, spending and capital set out in law | Annual economic substance return | Per regulator notices | For companies carrying on relevant activities |
Saint Vincent, Nevis and BVI figures come from each regulator's notices. Choose based on the shareholders' background, where you collect and make payments, and your tax planning.
What foreign founders should know about a Saint Lucia offshore company
- Old claims are out of date: claims often seen online, such as "a Saint Lucia IBC is fully tax-exempt, shareholders and directors stay fully confidential, and setup takes 24 to 48 hours", no longer apply. IBCs formed since 2019 must file under the Income Tax Act and meet substance requirements, and the company must keep a register of beneficial owners.
- A licensed registered agent is required: the application is filed by a licensed registered agent, with a declaration to the Registry that anti-money laundering, counter-terrorism and income tax rules have been met (section 5A).
- Do not miss annual filings: besides paying the annual fee by 15 January each year, there are the annual shareholder return, the annual director return and the annual tax return. Late filing brings extra fees and fines.
- Bank account opening is the biggest hurdle: international banks run strict KYC checks on offshore companies. Prepare a business description, contracts or invoices, and source of funds and beneficial ownership documents.
- Citizenship by investment is a separate process: Saint Lucia's citizenship by investment program is separate from company registration, and its eligibility and fees follow the government's official notices.
- Home-country CFC rules: if companies or individuals in your home country directly or indirectly control a company in a low-tax jurisdiction, check whether CFC rules there require the company's profits to be included in their taxable income.
Further reading
Sources: Attorney General's Chambers of Saint Lucia: International Business Companies Act, Revised Laws (2023) (sections 5A, 5B, 28, 66, 104 and 109); International Business Companies Regulations: Schedule 2 fees and regulation 15; Income Tax Act: section 80 tax rates; Saint Lucia Financial Services Regulatory Authority (FSRA). The latest official notices prevail. This page is general information and is not legal or tax advice.
How long does it take to set up a company in Saint Lucia?
The time to set up a Saint Lucia company depends on the name reservation, due diligence and beneficial owner documents, preparation of the articles and the Registry’s review. IBCs formed since 2019 also need tax registration and substance arrangements planned. Regulated businesses such as international banking or international insurance need a separate license, which takes longer. Before we start, we give you the actual process and timeline for your structure.
What documents do I need to register a company in Saint Lucia?
To set up a Saint Lucia company, you usually need to prepare the following first:
- 1. Identity documents for shareholders, directors and ultimate beneficial owners
- 2. Proof of address from the last three months and contact details
- 3. The Saint Lucia company name, entity type and registered address arrangement
- 4. A description of the business model, main trading regions and source of funds
- 5. Shareholding percentages, director appointments, KYC and required authorization documents
Do I need to be in Saint Lucia in person to set up a company?
Most steps to set up a Saint Lucia company can be completed remotely, with documents prepared and signed under authorization and a local agent’s support, so you do not always need to be there in person. However, bank account opening, identity verification, special licenses or certain government procedures may require directors, shareholders or authorized persons to attend in person, join a video call or provide extra documents. We confirm the requirements in advance and help arrange them.
What tax and filing obligations does a Saint Lucia company have?
- 1. IBCs formed from 2019 are Saint Lucia tax residents, file under the Income Tax Act and must meet staff, spending and capital substance requirements
- 2. Annual filings, company registration upkeep, registered agent or secretarial services
- 3. Accounting records, audit, and economic substance or beneficial ownership maintenance
For a Saint Lucia company, the main ongoing items are paying the US$300 annual fee by 15 January each year, the annual shareholder and director returns, tax filing under the Income Tax Act, substance requirements and the beneficial ownership register, and a review of CFC rules in the shareholders’ home countries. We can help plan bookkeeping, filings and an annual maintenance schedule for your business model.
What businesses and structures suit a Saint Lucia company?
Who can help me register a company in Saint Lucia?
NSS Group (go.ai.com.tw) can help. NSS Group provides one-stop support from pre-incorporation assessment to post-incorporation maintenance for your Saint Lucia company, reducing the uncertainty of cross-border setup and compliance.
Our main services include:
- 1. Saint Lucia entity type and structure assessment
- 2. Company name search, document preparation and registration filing
- 3. Bank account opening, KYC and cross-border payment documents
- 4. Bookkeeping, tax filing and annual compliance
- 5. Changes to shareholders, directors, address, shares and company details
- 6. Trademark registration, contract review and intellectual property planning
- 7. Website build, digital marketing and AI customer service setup
- 8. Ongoing business advisory and cross-border business support
We arrange your Saint Lucia company setup, maintenance and ongoing support around your industry, customer locations, banking needs and tax planning, so you can focus on growing your market.