DOMINICA

OFFSHORE
INCORPORATION

The Commonwealth of Dominica, one of the best tax havens, unbeatable for offshore company incorporation, offshore accounts, offshore banking and asset protection in total secrecy.

DOMINICA – GENERAL REPORT

COUNTRY’S TOPOGRAPHY
The Commonwealth of Dominica is situated in the Lesser Antilles, lying between the two French islands of Guadeloupe to the North and Martinique to the south. It is not to be confused with the Dominican Republic. The island is 29 miles long and 16 miles wide with an area of 298 square miles. Dominica is commonly referred to as the “Nature Island of the Caribbean” because of the many natural attractions found on every part of the island - cascading waterfalls, lovely mountain peaks, 365 rivers (one for every day of the year), the second largest boiling lake in the world, sparkling flora, sulphur springs and beautiful beaches.

Dominica is usually referred to as having the most friendly and hospitable people in the world. The majority of the people are of African descent. The island is home to approximately 3,500 Carib Indians who live in a territory called “The Carib Territory”. These Caribs are direct descendants of Dominica's and the Caribbean’s first settlers. They are noted for crafting the finest baskets, which are sold as souvenir items.

Dominica has two cities – Roseau and Portsmouth. Roseau, which is situated in the south-west, is the capital of Dominica.

COUNTRY’S ECONOMY
Dominica relies heavily on the agricultural sector for its survival. The island’s main crop is bananas which are exported to the United Kingdom. Recent decisions taken by the World Trade Organisation have had a negative impact on the island’s banana industry, thus making it difficult to compete on the global market. Other crops grown on the island are citrus, cocoa, coffee, ground provisions and peppers.

Due to the steady decline in the banana industry, Dominica has seen the need to diversify into tourism. Tourism has become one of the main areas which generates substantial revenue for the Dominican economy. Therefore, much effort is placed on promoting Dominica as the ideal destination for vacationers, visitors and tourists.

COUNTRY’S POLITICAL STRUCTURE
Dominica is a democratic country. Elections are held every five(5) years to elect twenty-one (21) members of Parliament. Subsequently, nine(9) senators are appointed. The President, who sits in office for a term of five years, is elected by Parliament and plays a passive role in the governance of the country. The current President is Dr. Nicholas Liverpool. Dominica is proud to be the bearer of the youngest Prime Minister in the World, Honourable Roosevelt Skerritt (see the Guiness book of world records). Mr. Skerritt was selected in January 2004 at the age of 31, following the untimely passing of Hon. Pierre Charles.

At present, there are three political parties in Dominica – the Dominica Labour Party (DLP), the Dominica Freedom Party (DFP) and the United Workers Party (UWP). The island is currently being governed by a coalition Government comprising the Dominica Labour Party (holding majority seats) and the Dominica Freedom Party. The Leader of the Dominica Labour Party is Hon. Roosevelt Skerritt, Hon. Charles Saverin is the leader for the Dominica Freedom Party while Hon. Eddison James is the leader for the United Workers Party.

DOMINICA
INTERNATIONAL BUSINESS COMPANIES (IBC)

REQUIREMENTS & ADVANTAGES
The Commonwealth of Dominica, better known as Dominica (which is different from the Dominica Republic) is an English speaking former British Colony, now a Constitutional Independent Democracy (1978), is located in the Eastern Caribbean. The Time Zone is + 1 hour EST and -4 hours GMT.

The International Business Companies Act was legislated on June 26 1996 (IBC Act). This Act offers progressive legislation with flexible company structures and efficient incorporation procedures. The privacy of shareholders is guaranteed under the Act at section 112. Overall, Dominica as an Offshore Business Centre is among the best in the world, with highly competitive costs and quick incorporation.

The legal system, which is based on the British Common Law and a constitution which enshrines human rights and freedom, ensures the future political stability of the nation.

For purposes of this document, the term "Dominica International Business Company" has the same meaning as "Dominica IBC", "Dominican IBC", "Dominica Offshore Company", "Dominican Offshore Company", "Dominica Offshore Corporation", "Dominican Offshore Corporation" or "Dominica International Business Corporation", "Dominican International Business Corporation".

INCORPORATION
Dominica IBC’s are exempt from all taxes for a minimum of twenty years. A Dominica company can be incorporated within 24 hours after receipt of funds and filled forms. The delivery of the documents varies depending on their final destination. FedEx will deliver to the US in one working day. The UK takes two working days and Australia, four working days.

Dominica Incorporation documents that have to be filed with the Registry include the Articles and Memorandum of Association. These documents must be filed in English or with an authenticated English translation.

There are still many company names available.

A company name must end with a word, phrase or abbreviation thereof which indicates Limited Liability.

You must maintain a registered office in Dominica and must appoint a Dominican resident as the registered agent. We provide these Dominica offshore services. We also provide Apostils for the international legalization of your company documents.

We also will file all necessary documents with the Registry on your behalf.

COMPANY STRUCTURE
A Dominica IBC is flexible regarding the capitalization, shareholders, directors and shares of the company.

• There is no minimum Authorized Share Capital requirement for Dominican companies.
• The maximum Share Capital has no limitation and does not affect the Registration Fee or the Annual Fees.
• Dominica Offshore Companies do not require more than one director
• One shareholder and one director are allowed. The same person can be the shareholder and director.
• A director does not have to be a shareholder.
• Directors and shareholders may be natural persons or corporate entities in Dominica companies.
• Shareholders and directors may be of any nationality and residents of any country.
• Shares can be issued with or without Par Value.
• Shares may be issued as Registered or Bearer form.
• For Dominica offshore incorporation, Nominee shareholders and directors are allowed and we can provide this service if required.
• There is no requirement for a secretary.

DOMINICA – GENERAL FEATURES

PRIVACY
The IBC Act under Section 112 makes it an offence punishable by a fine of US $25,000.00 and imprisonment for two years for anyone including an auditor or official liquidator to reveal any information regarding a Dominica corporation, except by order of the Court, and solely relating to criminal activities.

The information on the Beneficial Owners is kept at the Registered Office and not available to the public.

We offer Nominee Services for Dominica corporations to provide for your further confidentiality and privacy.

SHARES
• IBC shares may be issued in a variety of forms and classifications and may include: Par or No Par Value, voting or non-voting, Preferential or Common and Registered or Bearer form.
• Shares may be issued for money or for other valuable consideration.
• Shares may be issued in any currency.

SHAREHOLDERS, DIRECTORS AND OFFICERS
• The minimum requirement for a Dominican Offshore Company is one shareholder and one director who may be the same person.
• Nominee Shareholders and directors are allowed and we can provide this service.
• There is no statutory requirement for a secretary or other officers for Dominican corporations; however, if officers are required they can also be directors and shareholders.
• Shareholders and directors may be of any nationality and reside in any country.
• Directors and shareholders may be either a natural person or a corporate entity.

MEETINGS OF SHAREHOLDERS AND DIRECTORS
• A Dominican IBC does not need to hold an Annual General Meeting of its shareholders. If such a meeting is decided on, it may be held anywhere in the world and by any means including by telephone or other electronic means, once effective communication is ensured.
• Director's meetings are not required.
• When a meeting of shareholders or directors is held, a proxy may represent a shareholder or director and speak or vote on his behalf.

TAXATION AND FEES
• Law provides minimum twenty (20) years Tax Exemption for offshore companies beginning from the day of incorporation.
• Annual Fees are to be paid on the birthday of the company and every twelve (12) months thereafter.
• There are no dual Taxation Treaties with other countries, therefore no requirement for exchange of information with other Tax Authorities.

CORPORATE BOOKS AND ERECORDS
There is no requirement to prepare or to file any accounts or financial statements.
• There is no requirement to appoint an auditor.
• Copies of the following documents must be kept at the Registered Office – Articles of Association, Memorandum of Association, and Certificate of Incorporation.
• A copy of the Register of Directors must be kept at the Registered Office of the IBC. The Register is not available to the public.

IBC RESTRICTIONS AND EXEMPTIONS
An Offshore Company incorporated in the Commonwealth of Dominica, shall not:

• Do business with residents of Dominica.
• Own interest in real property in Dominica.
• Carry on business in banking or trust and insurance or re-insurance business except if the appropriate license is granted.
• Provide company management or registered offices for a Dominica Offshore Corporation.

DOMINICAN IBC’S MAY:
• Have professional contact with local lawyers, accountants, investment advisors etc.
• Hold meetings of shareholders and directors in Dominica.
• Own and manage sea vessels.

The name of a Dominica Offshore Company must end with a word or phrase or the abbreviation thereof which indicates Limited Liability. Examples are "Limited", "Ltd.", "Corporation", "Corp.", "Societe Anonyme", and "S.A.".

The name of a Dominica Offshore Company shall not use a word or phrase which may suggest the patronage of Government such as "Government", "Govt", "National", "Royal", "Republic", "Commonwealth" or "Dominica".

The name of an IBC may not end with a word, a phrase or an abbreviation thereof such as Bank, Assurance, Building Society, Chamber of Commerce, Foundation, Trust etc., without special permission or license.

You do not have to come to Dominica to register your company in what is one of the best places to incorporate. With your instructions, we will do it all for you.

Hope all above information meets your requirements and needs.

In case you may have any further matter or question to clarify, please don’t hesitate to contact us, before taking your decision.

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