Company registration in Antigua and Barbuda

Setting up an international offshore business offers a wide range of opportunities for tax optimisation, developing a commercial project in a favourable legal environment, obtaining second citizenship, and creating an additional level of protection for assets. Registering a company in Antigua and Barbuda effectively solves all these problems. This is especially true if you are interested in a low-tax jurisdiction for business with a reputation that is higher than that of traditional offshore jurisdictions.

The advantages of an offshore company in Antigua and Barbuda are not only related to the favourable tax climate, although this factor is also very important. Attractive conditions have been created and are maintained here for conducting cross-border trade business focused on the B2B/B2C, fintech and IT sectors, holding projects, e-commerce and online services, capital and investment management, and the use of tax-efficient structures to protect assets.

The main advantages of registering a company in Antigua and Barbuda:

• a favourable tax climate;
• fast offshore registration in Antigua and Barbuda in 1-2 days;
• extended opportunities for start-ups and investors;
• low cost of registering a company in Antigua and Barbuda;
• good reputation.

Optimal application options

The international opportunities for entrepreneurs offered by an offshore company in Antigua and Barbuda are not limited to tax optimisation and favourable corporate legislation. Many business processes are significantly simplified in this jurisdiction. Offshore banking solutions are available, legal requirements for company registration are adapted to KYC/AML provisions, and overseas management of companies is permitted. All this makes launching and setting up commercial and investment projects as simple and transparent as possible.

Features of the jurisdiction that are important for specific areas of activity:

Choosing

International opportunities for entrepreneurs, zero corporate tax in Antigua and Barbuda on foreign income of IBC companies, soft regulation, digital business registration and the CBI programme are sufficient reasons to choose this jurisdiction. 

It is also possible to open a company in other tax-free territories in the Caribbean region. However, the Antigua and Barbuda offshore jurisdiction is still popular with business people, investors and wealthy individuals. This is primarily due to its favourable balance of characteristics, predictability and good international reputation. Confidentiality and asset protection offshore are also important. But only if there are no complaints about the jurisdiction from international financial regulators.

A successful combination of factors important for business and the absence of systemic shortcomings in Antigua and Barbuda have led to the island territory becoming one of the world’s leading offshore centres. It is equally advantageous to conduct international tax planning, run a traditional business, develop promising commercial projects and enjoy the benefits of investment citizenship here.

Comparison of Antigua and Barbuda with other popular offshore destinations:

Offshore in Antigua and Barbuda allows you to realise a promising combination: company registration + investment citizenship. The jurisdiction offers good conditions for doing business, which are complemented by extensive international tax planning opportunities and a low threshold for participation in the CBI programme — from $230,000.

Personal taxation

Antigua and Barbuda has a comfortable and simple system for calculating tax liabilities. It is based on the precise determination of an individual’s residency status. The priority criterion is the number of days in the reporting period during which the person was in Antigua and Barbuda. If there are more than 182 days, the person is considered a tax resident. This criterion is usually taken into account.

Less commonly, the concept of centre of vital interests is used to determine the tax status of an individual. There are two qualifying conditions. The first is permanent residence in Antigua and Barbuda. The second is the existence of close personal ties with the jurisdiction. These include family, professional activities and business.

When considering international tax planning, it is important to understand that participation in the Antigua and Barbuda investment citizenship programme does not automatically grant tax resident status. To obtain it, you must meet any of the eligibility requirements.

Tax obligations of Antigua and Barbuda residents:

• zero income tax rate at source on dividends, interest and royalties, capital gains, inheritance, foreign income, and wealth;
• personal allowance applies to the first EC$ 3,500 of income, but its applicability is formal in light of the actual abolition of personal income tax;
• social security contributions — 5.75% of wages.

Tax obligations of non-residents of Antigua and Barbuda:

• Personal income tax — usually 0%, for some types of income the rates are progressive — 10% and 25%;
• withholding tax liabilities may apply — 25% on dividends, interest and royalties;
• a social security contribution may be levied at a rate of 6%;
• there is no capital gains, inheritance or wealth tax in most cases.

For an accurate calculation of your personal financial obligations and effective international tax planning, please contact the specialists at Imperial & Legal.

Corporate taxation

The criteria for granting tax residency status to a company are based on three basic concepts of compliance for a jurisdiction: legal entity registration, centre of control and management, and place of actual business. This status directly affects the formation of the tax base, income distribution rules, and the applicability of BEPS Base Erosion and Profit Shifting standards to the business, counteracting the erosion of the tax base and the transfer of profits out of taxation. The best Caribbean jurisdictions for business have already implemented BEPS compliance and also comply with KYC/AML regulations.

Features of tax liability calculation:

• residents must include worldwide income in the tax base, non-residents — only the part that was received in Antigua and Barbuda or transferred to the jurisdiction;
• Dividends, interest and royalties distributed by a resident company to a non-resident company are subject to withholding tax.

Criteria for granting tax resident status to a legal entity:

• registration in Antigua and Barbuda;
• business management from Antigua and Barbuda — the jurisdiction is where key decisions are made;
• registration in any jurisdiction, but in fact the business is wholly or partly conducted in Antigua and Barbuda.

The standard corporate income tax rate is 25%. Exceptions are made for certain business sectors: banking and finance, insurance, oil, and telecommunications. In these cases, reduced rates of 22.5% or 10% may apply, subject to certain conditions.

International Business Companies (IBCs) in Antigua and Barbuda pay corporate income tax at a rate of 0%. The main condition for the application of the preferential regime is that the income must not be repatriated to the jurisdiction. The rules for taxation of branches of foreign companies are similar.

Additional information on corporate taxes in Antigua and Barbuda:

• loss carry-forward is permitted for up to 6 years, but not more than 50% of estimated profits; group loss carry-forward is prohibited, with the exception of mergers of legal entities;
• capital gains are not taxed, with the exception of activities that are the company’s main activity; capital gains for tax purposes may be treated as operating income if certain conditions are met;
• The basic VAT rate is 17%, with a reduced rate of 12.5% applicable to hotel services.
• Employer social security contributions are 7.75%.
• additional property taxes on real estate and land plots may be payable, as well as stamp duty, with variable rates.

Tax planning recommendations:

• pay special attention to the choice of the legal form of a legal entity in Antigua and Barbuda — a local company or an IBC;
• monitor the jurisdiction — the source of income — for compatibility with the tax planning strategy used;
• The loss carry-forward mechanism should only be used after analysing the possible tax consequences.
• if your company operates in areas that are a priority for Antigua and Barbuda, ask our specialists to assess the applicability of available investment incentives;
• if the company’s sphere of interest includes cross-border financial and/or trade operations, DTA agreements can be used to reduce the tax burden by partially or completely eliminating the negative impact of double taxation.

Legal forms of doing business in Antigua and Barbuda

The jurisdiction’s corporate law does not limit the opportunities for business people, investors and wealthy individuals. Therefore, company registration in Antigua and Barbuda is permitted in several formats. In most cases, after reviewing the client’s request, we recommend an IBC, but this is not the only option. For example, if you need a structure to protect your assets, it is worth choosing a trust. For domestic business, a classic LLC is recommended. However, we most often advise and register International Business Companies (IBCs) in Antigua and Barbuda. You can obtain detailed information on choosing a business form from the specialists at Imperial & Legal.

International Business Company (IBC) in Antigua and Barbuda

• A universal format, well suited for cross-border transactions.
• typical applications include international trade, launching holding companies, asset ownership, and e-business.

Features and advantages:

• tax incentives;
• high confidentiality;
• Full foreign ownership of the company is permitted, with no requirements regarding the citizenship and/or residency status of participants.
• There are no minimum authorised capital requirements.
• minimum of 1 director and 1 shareholder, with one person able to perform both functions.

Limited Liability Company (LLC) in Antigua and Barbuda

• A structure geared towards medium and large businesses.

Features and advantages:

• flexible business management and control structure;
• limited liability of participants;
• suitable for domestic and cross-border operations;
• subject to certain conditions, an LLC in Antigua and Barbuda may be tax neutral.

Domestic/onshore company in Antigua and Barbuda

• conducts business only within the jurisdiction and is considered its tax resident;
• an effective format for trading within Antigua and Barbuda, the HoReCo sector, and launching local structures.

Features and advantages:

• can participate in government tenders;
• special opportunities for doing business in the Caribbean and US jurisdictions;
• Good reputation simplifies access to financial and banking services;
• unlike a private company, a public company can attract third-party capital through the issuance of shares.

Partnership (General/Limited Partnership) in Antigua and Barbuda

• This format is suitable for businesses that will be run by several people.

Features and advantages:

• Simple registration.
• flexible management options;
• No corporate tax — financial obligations arise for the partners;
• opportunity to enter international markets.

Sole Proprietorship in Antigua and Barbuda

• The simplest format, aimed at citizens and residents of Antigua and Barbuda.

Features and advantages:

• Not a legal entity;
• full and unlimited liability of the owner;
• A good choice for small local businesses.

Offshore Trusts in Antigua and Barbuda

An effective structure for asset protection, diversification and inheritance. Provides powerful tools for legal tax optimisation.

Features and advantages:

• High confidentiality of offshore trusts in Antigua and Barbuda;
• extended planning opportunities;
• flexibility, relatively easy adaptation to specific situations;
• tax benefits while maintaining sufficient reputational status;
• Offshore trusts are well suited for family planning.

International foundations (foundations, offshore funds) in Antigua and Barbuda

Investment structures focused on raising capital and managing assets. The format can be anything, including collective investment funds and venture capital structures.

Features and advantages:

• Various types of funds are available: mutual funds, direct investment funds, hedge funds, venture capital funds.
• Favourable conditions for launching and operating international funds in Antigua and Barbuda, with a supportive regulatory environment.
• Tax confidentiality, soft fiscal policy;
• High confidentiality;
• flexible management options and tools.

Corporate regulatory rules in Antigua and Barbuda

The regulatory framework ensures legal transparency at every stage of the launch and development of any commercial project. If you are looking for a low-tax jurisdiction for your business with a favourable tax climate and the possibility of managing your company from abroad, where full foreign ownership is permitted, Antigua and Barbuda may be one of your top choices.

The registration of legal entities and the conduct of business are regulated by two main documents:

• The Companies Act 1995;
• The International Business Corporations Act 1982.

National government agencies that regulate business in Antigua and Barbuda:

• Financial Services Regulatory Commission (FSRC);
• Registrar of Companies;
• The Antigua and Barbuda Investment Authority (ABIA);
• The Central Bank of Antigua and Barbuda;
• Financial Intelligence Unit (FIU)

Corporate regulations in Antigua and Barbuda are designed to stimulate business and attract foreign investors to the country. The level of confidentiality is high, nominee services are permitted in the jurisdiction, and companies can conduct business through corporate directors. Information about owners and beneficiaries is not publicly available, and personal data and financial information are protected.

Reporting requirements are minimal, and compliance with corporate law is not difficult or problematic, even for small companies with limited budgets. Legal entities are only required to submit an annual report to the registrar. For most legal forms of business, including IBC companies, mandatory auditing is not required.

International AML and CTF compliance principles are fully observed. Thanks to this, when registering a legal entity, in most cases, there will be no question of how to open a bank account for a company in Antigua and Barbuda. KYC verification is mandatory, but the requirements are reasonable. In addition, our specialists will prepare you for this procedure and help you collect the necessary documents.

Investment Citizenship Programme

There are several reasons why the Antigua and Barbuda passport is popular among businesspeople, investors, wealthy individuals, and digital nomads. The main ones, which are of interest to many non-residents, are: no taxes on foreign income, the ability to easily set up a structure to protect assets, legal tools for managing capital and investments, good confidentiality and protection of assets offshore with a high reputation status. Access to all these advantages is greatly facilitated by the quick acquisition of Antigua and Barbuda citizenship.

The jurisdiction’s legislation provides for several investment routes:

• Contribution to the National Economic Fund NEF / NDF, National Development Fund. Financial threshold — from $248,000, for a family of 4 — from $265,000, investments are non-refundable.
• Investment in real estate. Financial threshold — from $318,500, for a family of 4 — from $335,500, minimum investment period — 5 years, the investment object must be part of a project approved by the government of Antigua and Barbuda.
• Investment in business. The financial threshold is $400,000 for group investment and $1.5 million for individual investment, with the creation of new jobs and a detailed business development plan required.
• Donation to the University of the West Indies Foundation. The financial threshold is $260,000, and the investment is non-refundable.

Advantages of the Antigua and Barbuda citizenship programme:

• 150+ countries for visa-free travel;
• minimum mandatory residence in Antigua and Barbuda — only 5 days within 5 years;
• dual citizenship is permitted;
• family members can be included in the application: husband/wife, children, parents, grandparents;
• citizenship under the CBI programme is no different from that obtained through traditional naturalisation and cannot be revoked.

Company registration in Antigua and Barbuda + participation in the CBI programme, comprehensive solution options:

• First, we open a new legal entity for you. You check the business model and, if everything is in order, we start the procedure for obtaining an Antigua and Barbuda passport.
• Our specialists simultaneously register a company for you and start the procedure for obtaining Antigua and Barbuda citizenship by investment.
• Incorporation of a legal entity for asset protection and diversification. In this case, the company is registered not for business purposes, but as a key element of your wealth structuring strategy. An Antigua and Barbuda passport will provide increased mobility and reduce risks. An additional advantage is the expanded opportunities for international tax planning.

How to register a company in Antigua and Barbuda

We take into account all the client’s requirements and wishes, the specifics of their assignment, the goals and objectives set, and the planned ownership structure. Therefore, when opening an offshore company in Antigua and Barbuda, we do not use standard solutions, but adapt them to specific circumstances.

Approximate time estimate:

Features of cooperation with Imperial & Legal

We offer comprehensive all-inclusive services, corporate solutions and projects of any complexity related to asset protection and diversification. Our main goal is to relieve the client of personal involvement in legal and administrative matters as much as possible. 

Comprehensive support after registration:

• tax planning;
• analysis of the client’s situation with recommendations on the optimal legal format for the business, choice of bank, and investment citizenship scheme;
• legal, accounting and analytical services;
• nominee and secretarial services;
• extended corporate services, including changes in the company structure, authorised capital, and management scheme.

The international opportunities for entrepreneurs offered by the Antigua and Barbuda offshore jurisdiction are not limited to tax optimisation and the relatively simple opening of a corporate account. The jurisdiction will be a good starting point for launching complex projects related to asset protection, investment, long-term planning and obtaining citizenship. You can always obtain additional information on this topic and the specifics of cooperation with Imperial & Legal from our specialists.