Dominica - Company Incorporation

Dominica Company Formations

This is a small Caribbean Island, independent but within the British Commonwealth. Like Belize it has tailored legislation to welcome new companies formerly located in the Crown Dependent Territories like the BVI. English is official, although French is also spoken. Dominica IBCs are exempt from all taxes for a minimum of twenty years.

Outline of the Company

  • There is no minimum Authorised 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 company secretary.
  • The IBC Act under Section 112 makes it an offence punishable by a fine of US $25,000 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.

Company 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.
  • Meeting 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.

Company Names

  • 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., Société Anonyme, and S.A..
  • 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 licence.

Share Capital

  • 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.