Grenada: Forms of Company

'Offshore' businesses in Grenada are normally incorporated under the International Companies Act, Cap. 152, see below.

For local businesses, other than as a requirement under the Fiscal Incentives Act (for manufacturing enterprises) there is no specific obligation for a business to be incorporated as a company. Thus an investor can form a sole proprietorship, a partnership or limited liability company. The usual form of business however, is a limited liability company and investors are encouraged to incorporate.

The following ownership forms are recognized: Local investors alone; Foreign investors alone; Joint venture between foreign and local investors.

In accordance with the Companies Act 35/94 Part 1, one or more persons may incorporate a Company by submitting the following documentation to the Registrar, Supreme Court:

Articles of incorporation;
A list of directors;
Notice of address;
Request for a name search.

Business names can be registered with the Registrar, Supreme Court Registry.

Grenada International Companies

The principal legislation is the International Companies Act Cap 152 of the Laws of Grenada, as amended in 2002.

Before an individual can apply for a licence for banking, insurance, etc, an international company (often referred to as an International Business Company) has to be formed. Such a company can be established to engage in any lawful activity and is fully tax exempt. There are no foreign currency restrictions.

The key features of the Grenada International Company are:

Ease of incorporation;
No disclosure of shareholders or directors unless the international company intends to engage in a licensed activity such as insurance, banking or trust, international betting or company management;
No filing requirements;
No audit requirements unless a licensed entity;
Incorporation within 24 hours;
Confidentiality.

An International Company is incorporated by filing the company's Memorandum and Articles of Association with a Licensed Registered Agents. Government charges to incorporate an international company are at the time of writing US$234.00 and annual renewal fees are US$187.00. There are no specific legal requirements for the contents of the Articles of Association for an International Company, however the content of the Memorandum of Association is contained at section 12 of the International Companies Act.

The International Companies Act requires registered agents to maintain records of the names and addresses of directors and beneficial owners of all shares, as well as the date the person’s name was entered or deleted on the share register. At the time of writing, there are 15 registered agents licensed by the GIFSA.

The International Financial Services (Miscellaneous Amendments) Act 2002 required all offshore financial institutions to recall and cancel any issued bearer shares and to replace them with registered shares. The holders of bearer shares in non-financial institutions must lodge their bearer share certificates with a licensed registered agent.

These agents are required by law to verify the identity of the beneficial owners of all shares and to maintain this information for seven years. GIFSA was given the authority to access the records and information maintained by the registered agents, and can share this information with regulatory, supervisory, and administrative agencies.

At present, 6,000 international companies are incorporated in Grenada; the island is a popular jurisdiction for Americans and Europeans.

Grenada Trusts

The principal legislation is The International Trusts Act 1996. Key features are as follows:

The Trusts Act is based on English common law, extensively modernized to make it suitable for asset protection purposes.
The settlor, protector and beneficiary may not be resident in Grenada in order to preserve tax exemption.
Trusts need not be registered.
The Trustee(s) (a minimum of one and a maximum of four) can be resident anywhere.
The maximum perpetuity is 120 years.
The law has spendthrift provisions.

GRENADA: TYPES OF COMPANY

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Grenada Trusts