Antigua and Barbuda *
We can help you incorporate in Antigua and Barbuda *
International Limited Liability Companies
Antigua and Barbuda functions as a classic Offshore Financial Center, providing services such as the incorporation of offshore entities, establishment of bank accounts, and a range of financial services.
The legal framework in Antigua is rooted in English common and statutory law, a legacy of its history as a former British colony.
Limited Liability Companies (LLCs) in Antigua are incorporated under the International Limited Liability Companies Act (ILLCA). These entities blend features of both partnerships and corporations. Like corporations (such as IBCs), LLCs possess separate legal personality and offer limited liability protection to their members, restricting liability to any unpaid capital commitments. However, similar to partnerships, the internal governance of LLCs is determined by a contract between the members—the LLC Agreement—rather than by rigid corporate statutes.
The ILLCA allows considerable flexibility in structuring the operations and relationships within an LLC. Most terms and operational rules are defined by the members through the LLC Agreement, much like the structure found in Limited Partnerships (LPs) and their corresponding LP Agreements.
Ownership in an LLC is expressed through membership interests. Management can be handled directly by the members or delegated to a manager or board of managers, typically appointed by the members. The LLC Agreement governs not only the general operation of the entity but also the rights, responsibilities, and interrelations of the members.
This flexible structure enables easier customization of elements such as capital accounts, distributions, and the allocation of economic benefits among different member classes—an advantage over the more rigid framework of companies limited by shares. Importantly, there is no mandated minimum or maximum capital contribution required for forming an LLC in Antigua.
From a tax standpoint, International LLCs enjoy broad tax exemptions, provided they do not conduct business with residents of Antigua and Barbuda. The ILLCA explicitly grants tax-exempt status under Article 90, which includes exemption from:
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All forms of income tax, including those tied to property value increases;
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Estate, inheritance, gift, and similar taxes on transfers involving LLC property (where no consideration is exchanged);
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Stamp duties related to instruments involving LLC property or transactions executed by trustees or owned entities;
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Foreign exchange controls, whether involving currency transfers, holdings, or conversions within or outside Antigua and Barbuda.
For those interested in forming an LLC in Antigua, the incorporation process begins with submitting a company name for approval by the Financial Services Regulatory Commission (FSRC), typically reviewed within 2 to 4 business days. Following name approval, the members execute the LLC Operating Agreement, and the required documents are filed with the FSRC. Issuance of the Certificate of Incorporation, along with the stamped Articles of Organization and Operating Agreement, usually occurs within an additional 3 to 5 days, completing the registration.
Legal *
Country code – AG
Legal Basis – Common law
Legal framework – International Limited Liability Companies Act
Company form – Limited Liability Company (LLC)
Liability - The liability of members is limited to the extent of their contribution to the capital.
Capital – There is no minimum capital required, and it may be in a nonpaid up basis.
Members – An LLC may be formed by one or more members who may be residents or non-residents and natural persons or corporations. Details of members are not publicly disclosed.
Manager – Manager(s) may be appointed by the members, although it is not mandatory. If no manager is named, the management of the LLC is in proportion to the percentage share of the profits of the members. Details of managers are not publicly disclosed.
Secretary – The company may appoint a secretary, but it is not mandatory.
Registered Address – A company shall appoint a licensed registered agent and shall have a registered address and office in Saint Vincent and The Grenadines.
General Meeting – There is no statutory requirement for any formal meetings of members.
Electronic Signature – Permitted.
Re-domiciliation – Inward and outward re-domiciliation is allowed.
Compliance – Companies must maintain accounting records, which may be kept in or outside of Antigua and Barbuda.
There is no requirement to file financial statements, annual returns or tax returns.
- Members not disclosed *
- Members not disclosed *
- Corporate members permitted * *
- Corporate manager permitted * *
- Local manager required * *
- Registered office or agent required * *
- Annual meeting required * *
- Redomiciliation permitted * *
- Electronic signature * *
- Annual return * *
- Audited accounts * *
- Audited accounts exemption * *
- Exchange controls * *
- Common law Legal basis *
- 1 Minimum members *
- - Minimum registered capital *
- - Minimum paid up capital *
- USDAny Capital currency *
- 100% Foreign-ownership allowed *
- 2017 AEOI *
Taxes *
Corporate income tax – LLCs are unilaterally exempt from taxes (but they are prohibited to do business with Antigua residents). The International Limited Liability Companies Act (ILLCA) provides for a tax exemption for International LLCs, as long as the LLC does not have operations in Antigua.
Article 90 of the ILLCA provides the following -
90. Exemption from taxes and duties (1) A limited liability company to which this Act applies is exempt from (a) all income tax, including all tax based upon appreciation of limited liability company property; (b) all estate, estate, inheritance, bequest or gift tax payable with respect to limited liability company property by reason of any death, or any transfer of property to or from the limited liability company, provided the transfer is without consideration; (c) all stamp duty with respect to all instruments relating to limited liability company property or to transactions carried out by a trustee on behalf of the trust, or by any entity owned by the limited liability company; and (d) all exchange controls, including controls on the maintenance, investment, transfer or exchange of currencies in Antigua and Barbuda or in any other location.
Other taxes – Antigua and Barbuda does not levy direct personal taxes. Personal income, as well as, capital gains, net wealth and inheritances are not subject to taxation.
There is a real property tax from 0.1% up to 0.5% on the assessed market value of the property and a stamp tax on the sale of real property, which is 7.5% for the vendor and 2.5% for the purchaser. Non-residents sellers are subject to stamp tax of 5% on the appreciation in value of the real property.
Non-resident purchasers need to obtain an alien landholding license at 5% of the value of the property.
- Tax transparent entity * *
- Offshore Income Tax Exemption * *
- Offshore capital gains tax exemption * *
- Offshore dividends tax exemption * *
- CFC Rules * *
- Thin Capitalisation Rules * *
- Patent Box * *
- Tax Incentives & Credits * *
- Property Tax * *
- Wealth tax * *
- Estate inheritance tax * *
- Transfer tax * *
- Capital duties * *
- 0% Offshore Income Tax Rate *
- - Corporate Tax Rate *
- 0% Capital Gains Tax Rate *
- 0% Dividends Received *
- 0% Dividends Withholding Tax Rate *
- 0% Interests Withholding Tax Rate *
- 0% Royalties Withholding Tax Rate *
- 0 Losses carryback (years) *
- 0 Losses carryforward (years) *
- 0% Personal Income Tax Rate *
- 31 Tax Treaties *
Country details *
Antigua and Barbuda is a Central American country part of the Commonwealth. Formed by several islands to the east of the Caribbean Sea. The country is located on the Lesser Antilles and borders the island of Guadalupe to the south, Montserrat to the southwest, Saint Kitts and Nevis to the west and San Bartolome to the northwest. Saint John, located on the island of Antigua, is its capital, its most populated city, and its main port. Its official currency is the East Caribbean Dollar (XCD), which is pegged to the US$ at a 2.7:1 ratio.
Antigua and Barbuda is a unitary, parliamentary, representative democratic monarchy, in which the Head of State is the Monarch who appoints the Governor General as vice-regal representative. Charles III is the present King of Antigua and Barbuda, having served in that position since the death of his mother, Elizabeth II. She had been the queen since the islands' independence from the United Kingdom in 1981.
Antigua and Barbuda is a beneficiary of the U.S. Caribbean Basin Initiative that grants duty-free entry into the United States for many goods. It is a member of the Caribbean Community and Common Market (CARICOM) and the CARICOM Single Market and Economy (CSME). Antigua is a member of the World Trade Organization (WTO), WIPO, UNCTAD, among other international institutions.
Its main economic sector is tourism, which accounts for approximately 60 percent of the GDP and 40 percent of investments. The agricultural sector is domestic-oriented, mainly of sugar cane, cotton and fruits and considerably limited by its reduced water supply. Other important economic activities include oil refining, textile, carpentry, rum production, beer, cement, local crafts, and furniture.
The country enjoys a high standard of living, well-educated workforce and high average life expectancy.
Antigua is also an offshore financial center, with a legal and tax framework advantageous for the establishment of International Business Companies, which are fully tax exempt, provided that no business is done within the territory. Antigua also offers an Economic Citizenship Program, where it is possible to obtain a second passport through an investment.