Dominica IBC Act

On July, 30th 1996, the Dominica International Business Companies (IBC) Act was passed in order to establish the rules for the regulation, operation and incorporation of International Business Companies in Dominica. Since the first act of 1996, there have been many amendments to the legislation which are aimed at making Dominica a highly competitive offshore jurisdiction whilst at the same time maintain the integrity of the nation. Dominican International Business companies are registered with the Registrar of Dominica companies. The IBC Act regards a Dominican IBC as a company that carries on business solely outside of Dominica, does not own any interest in real estate on the island except for use as an office which can be used to communicate with the other persons who are also members of the company and the property or office space can also be used to prepare company books and accounts. The companies registered in Dominica under the IBC act are prohibited to carry on business with the Dominican public. The IBC’s can however retain professional contact with lawyers, accountants, financial advisers, or other such persons who will help them maintain the integrity of the company. All International Business companies registered in Dominica are guaranteed a minimum of 20 years tax exemption regardless of a change in legislation.

The IBC act of Dominica states that the type of shares and the number of shares of a Dominica International Business Company is determined by the shareholders. According to the legislation the minimum share capital required by an International Business Company in Dominica is US$100. The IBC act declares that there is no maximum authorized share capital. The shares can be issued in any currency and shares can be of different types including bearer shares, preferential shares among others.

According to the legislation each International Business Company incorporated in Dominica must be represented by a local registered agent. An agent working on behalf of an IBC in Dominica must be registered and licensed by the government of the country and this agent must keep or maintain a registered office. All registered International Business Corporations in Dominica is obligated to pay an annual renewal fee to the Government of Dominica on the anniversary of the registration of the company to keep it in good legal standing.

The Dominica IBC stipulates that every company incorporated in Dominica must have the word Limited (Ltd), Sociedad Anonima (S.A), Corporation (Corp) or Incorporation (Inc), Incorporated, in the name of the company. No company will be incorporated if the name of the company suggests nay links or connections to the Government of Dominica or any activity of the Government unless consent is given. Company names will be rejected f they contain the following words National or Dominica, Chamber of Commerce, Co-operative, Building Society, Insurance and royal. A company will not be registered if a company is already registered under the name chosen by the owners or the name chosen is resembles the name of a registered company.

An International Business Company registered in Dominica can have a minimum of one shareholder and one director who can be the same person. Offshore service providers offer the services of nominee shareholders and directors to those who require such service. Shareholder meeting can be held in any part of the world or can be done using modern forms of communications; telephone, internet among others. The company is not obligated to share it accounting records with any authority.

The real owners of International Business Companies are guaranteed confidentially under the IBC ac t of 1996. The names of the true owners of the companies are not kept at the registry therefore this is not public knowledge. This information is known only to the company’s agent. If that agent divulges information concerning the owners of the Company that person is liable to pay a fine of US$25,000 dollars and serve a sentence of two years in prison.

The Dominica International Business Companies act was passed to regulate the incorporation of such companies on the island. The legislation provides tax guarantees to International Business Companies as well as protects the identity of the real owners of the companies. The Dominica IBC act makes Dominica a very competitive offshore jurisdiction in the world.

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