barbados international societies with restricted …€¦ · declaration stating that the...

PWC

BARBADOS INTERNATIONAL SOCIETIES WITH RESTRICTED LIABILITYA guide for business executives involved in International Business and InvestmentActivities

PricewaterhouseCoopers (www.pwc.com) is the largest professional service firm in the world. We provide industry-focused assurance, tax, advisory and corporate servicesfor private and public clients, helping them to build value, manage risk and improveperformance.

Across the Caribbean, the PricewaterhouseCoopers network provides a fully integratedrange of professional services to local, regional and international clients from officeslocated in Antigua, Aruba, the Bahamas, Barbados, the British Virgin Islands, theCayman Islands, Curacao, Grenada, Jamaica, the Dominican Republic, Puerto Rico, St. Lucia, St. Maarten, Trinidad & Tobago, the Turks & Caicos Islands and the U.S. Virgin Islands.

pwc 1INTERNATIONAL SOCIETIES WITH RESTRICTED LIABILITY

Table of Contents

Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

PricewaterhouseCoopers in Barbados and the East Caribbean . . . . . .3

Why Barbados? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

Establishing an International Society with Restricted Liability . . . . . . .6

Start-up and ongoing operational costs . . . . . . . . . . . . . . . . . . . . . . . . .7

THE ISLAND OF BARBADOS

n Integrity and Professionalism . . . . . . . . . . . . . . . . . . . . . . . .9

n Geography, Climate and Population . . . . . . . . . . . . . . . . . .10

n History . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12

n Politics, Government and Judiciary . . . . . . . . . . . . . . . . . .13

n Economy, Trade and Industries . . . . . . . . . . . . . . . . . . . . . .14

n Money, Banking and Finance . . . . . . . . . . . . . . . . . . . . . . . 16

n Transport and Communication . . . . . . . . . . . . . . . . . . . . . . 17

n Infrastructure and Social Environment . . . . . . . . . . . . . . . 18

Appendices

I. Key Legal Requirements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22

pwc INTERNATIONAL SOCIETIES WITH RESTRICTED LIABILITY2

Introduction

With a long history of political and economic stability and commitmentto free enterprise, Barbados has developed into a major domicile forinternational business within the Eastern Caribbean.

This guide has been prepared by PricewaterhouseCoopers East Caribbean. It provides

background information to help business executives evaluate the advantages of

establishing an International Society with Restricted Liability (SRL) in Barbados.

Executives who are already planning to establish an International SRL here, or who wish

more detailed information on the process or about specific issues, are urged to contact

one of the following partners with responsibilities for international business: Wayne Fields,

Marcus Hatch, Charles Tibbits, Gloria Eduardo or Ashley Clarke.

Contact information:

PricewaterhouseCoopersThe Financial Services CentreBishop’s Court HillP.O. Box 111St. MichaelBarbados, W.I.

E-mail: first name.last [email protected]

Tel: (246) 436-7000 Fax: (246) 436-1275

PricewaterhouseCoopers in Barbados and the East Caribbean

Through its legacy firms, PricewaterhouseCoopers has roots inBarbados that go back to the 1860s. Officially known asPricewaterhouseCoopers East Caribbean, the partnership isheadquartered in Barbados with practices in Antigua, St. Luciaand Grenada.

Through its Corporate Services Division, which is managed by AbacusManagement Services Ltd., the firm provides a complete range of services toforeign investors seeking to establish an International SRL in Barbados.

These include:

n Arranging incorporations, registration of external companies andcompany liquidations.

n Providing a registered office and a company secretary, andnominating local directors.

n Maintaining statutory records, acting as a company registrar anddividend payment agent.

n Fling statutory returns and generally keeping the company in goodstanding.



Why Barbados?

Already renowned as one of the premier holiday destinations in theCaribbean, and recognized by the United Nations as among thetop developing nations in the world, Barbados also enjoys a welldeserved reputation for integrity as an international businesscentre.

Over the past 30 years, successive governments have painstakingly built a highlyattractive environment for foreign investment and international business. In additionto offering attractive tax concessions and incentives, the island has established anetwork of tax treaties with several countries including the USA, Canada, the UK,Switzerland and China.

Indeed, Barbados has continually enacted – and refined – legislation that makes thecountry a highly respected domicile not only for International SRLs but also for:

n International Business Companies

n Exempt Insurance Companies

n Qualifying Insurance Companies

n International Banks

n International Trusts

n Mutual Funds

Barbados has excellent international telecommunications links and is easilyaccessible by frequent scheduled flights from the United States, Canada, Britain andEurope. In addition, the island is home to a well-educated and skilled populationand enjoys a well-developed infrastructure and a sophisticated level of services.

Underlying legislation for International SRLs

An SRL can be licensed as an International SRL in Barbados under the Societieswith Restricted Liability Act, 1995. The legislation allows for the creation of a truehybrid entity, which may be recognised as a corporation, a partnership or adisregarded entity for US tax purposes.

Key Incentives

Here are some of the key tax and other incentives offered to an International SRL:

n Limited liability.

n The rights, powers and privileges of an individual.

n Tax on income on a sliding scale, from a maximum of 2.5% to a minimumof 1%.

n A tax credit in respect of taxes paid outside of Barbados, but only insofaras it reduces the tax payable in Barbados to a minimum of 1%.

n Exemption from all withholding taxes or payments to persons not residentin Barbados.


n No capital gains tax or estate duty.

n Modern and flexible corporate legal framework.

n Complete freedom from exchange control regulations.

n Convention expenses allowed by US tax authorities.

n No minimum capital or “thin capitalisation” required.

n No requirement to file financial statements with the Registrar ofCompanies.

n Guarantee of benefits and exemptions for a period of 30 years.

n Provisions for inward and outward re-domiciliation.

n Access to the country’s tax treaty network.

n Income tax concessions for specially qualified employees.

n The sale of foreign real estate or investments and the transferof equity in an International SRL are not subject to localtransfer taxes and stamp duty.

n An International SRL may import, free from all customs duties,machinery or materials for use in its business.

n An International SRL may conduct business in Barbados withanother International SRL or any of the following provided theyare licensed in Barbados: an International Business Company,an International Bank, and a licensed Exempt InsuranceCompany.

Restrictions/Requirements

n An International SRL may not provide goods or services toresidents of Barbados.

n An International SRL may not acquire or hold land in Barbadosother than land owned for its business held by way of a leaseor tenancy agreement.

n An International SRL must have a local registered office andappoint a local registered agent.

n An International SRL must file an annual tax return inBarbados.

n The transfer of quotas (as the membership units are known) ina Society will not confer on the transferee the right to becomea member or to participate in the management of the Societywithout the written consent of all the members.

n Bearer quotas are not permitted.

Principal internationaltax planningconsiderations

n Canada – As an offshore“dividend trap” or holdingvehicle, an SRL may bestructured so as to be treatedas a corporation for Canadiantax purposes, while at the sametime being recognised as aconduit in certain othercountries (e.g. the US). In thisway, dividends may be keptoutside Canada, while the SRLstill provides the dividend-payingcompany with access to thebenefits of the tax treatybetween Canada and its hostcountry.

n United States – An SRL issimilar to a Limited LiabilityCompany (LLC) except for thedefault provisions embodied inthe entity classification rules forthe US Internal Revenue Code.This provides a high degree offlexibility, in that the SRL can beclassified, for US tax purposes,as a corporation, a partnership,or a disregarded entity asrequired.

n The tax treaty with the UScontains a Limitation on Benefits(LOB) provision that is nowstandard in all of the tax treatiesto which the US is party. Thepurpose of a LOB provision is toprohibit a non-treaty taxpayerfrom benefiting from thefavourable aspects of the treaty.Notwithstanding this limitation,planning opportunities still existfor achieving benefits onoutbound investments.


Establishing an International SRL

Any person wishing to establish an International SRL in Barbados must file

Articles of Organisation with the Registrar of Corporate Affairs and Intellectual

Property, together with the prescribed fee (See Appendix I). The articles must

include: n The proposed name of the Society.

n The purpose for which it has been formed.

n The registered office of the Society.

n The name and address of its registered agent in Barbados.

n The name and address of each person who signed the articles oforganisation.

A licence to carry on international business must then be applied for from theMinistry of Industry and International Business.

Among other requirements, the relevant licence application must state thegeneral nature of the type of international business the International SRLproposes to conduct. The application must also be accompanied by adeclaration stating that the requirements of the Societies with Restricted LiabilityAct, 1995 have been satisfied. In addition, full details of quota holders andmanagers, including the resumes of managers, must be supplied to the Ministerof Industry and International Business.


Start-up and ongoing operational costs

Estimated start-up costs for an International SRL (in US dollars):

Government FeesOrganisation $ 390Licence 250

Professional Fees (minimum)Incorporation (inclusive of legal fees) 2,850Corporate retainer (first year) 1,500Disbursements (estimate) 260

$ 5,250

Independent local resident manager – if required(Minimum) $ 1,500

Estimated recurring annual costs are as follows (in US dollars):Preparing and filing annual returns $ 500and licence renewalGovernment fee for annual returns 50Government licence fee for licence renewal 250Retainer fee $ 2,300

Independent local resident Manager (Minimum fee) $ 1,500

The Island of BarbadosAn ideal environment for international business


Barbados has tax treaties with the following countries:

NOTE: To review the entire Societies With Restricted Liability Act,1995 and other laws pertaining to international business, please visit thewebsite of the Ministry of Industry and International Business at:www.barbadosbusiness.gov.bb

Integrity and Professionalism

For the past 30 years, successive governments in Barbados havediligently constructed a framework of legislation designed toencourage foreign investment and establish the island as a leadinginternational business centre in the Caribbean.

Today, Barbados is a highly respecteddomicile for such entities asInternational Insurance Companies,International Business Companies,International Banks, Societies WithRestricted Liability, InternationalTrusts, and Mutual Funds.

Throughout the process of enactingand refining the laws governinginternational business, the countryhas rigorously safeguarded itsreputation for integrity, respondingquickly to such international concernsas money laundering and lack oftransparency.

Indeed, while offering a low-taxenvironment to internationalbusinesses, Barbados has, from thevery beginning, chosen to establish ahigh level of transparency and acooperative approach to sharinginformation sharing with taxauthorities in other countries.

Professional Services

The island provides an excellent rangeof professional services – and highlyskilled professionals – to meet the needsof the international business sector. The legal profession is well establishedin Barbados, with many law firms thatspecialise in corporate and internationalbusiness law.

All of the major international accountingfirms are represented through localpartnerships, offering assurance, tax,advisory and corporate services. Thereare several independent managementcompanies on the island that alreadyhandle the business of scores ofInternational Insurance Companies.

n The United Statesn Canadan The United Kingdomn Chinan Cuban Finlandn Norway

n Swedenn Switzerlandn Venezuelan The territories that

comprise the CARICOM Single Market andEconomy


Geography

Barbados is the most easterly ofthe Caribbean Islands. Essentially a “coral” island, with an area of 166 square miles, it is situatedapproximately 1600 milessoutheast of Miami, Florida. The island is easily accessible byfrequent scheduled flights fromMiami (3.5 hours), New York City(4.5 hours), Toronto (5.5 hours),and London or Brussels (8 hours).

Climate

Barbados has a tropical climateand relatively high averagetemperatures and humidity.However, these conditions aremoderated by the cooling effect of strong North East trade windsthat blow over the island.

Temperatures during the day rarely exceed 30C (86F). During November though March,conditions tend to be a fewdegrees cooler, while the months of July through October aregenerally more humid and wet.

Population

The resident population of theisland is approximately 270,000.Approximately 94% of Barbadiansare of African descent, with theremainder being of Europeandescent and other nationalities.

When segmented by age, 24% of the population is under 15, with 64% between the ages of 15and 64. The remaining 12% areover 65.

Geography, Climate and Population

Top: the island’s East Coast is noted for its rugged beauty and Atlantic swells.Bottom: The West Coast is famous for its crystal-clear waters, fine sandbeaches and luxury accommodation.


Barbados is the most easterly of the Caribbean islands, situated about 1600 miles southeast of Miami, Florida.


The Europeans knew about theexistence of Barbados since the16th century. However, the islandwas not settled until 1627 when agroup of Englishmen established aformal colony and planted tobaccoand cotton for export to England.After 1645, these crops werereplaced by sugar cane, whichfostered the development of theplantation system.

From early on, Barbados enjoyedtrading relationships and other ties with the United States and later Canada. In 1670, Barbadianimmigrants helped to found theState of South Carolina and itscapital city of Charleston. What is more, Barbados bears thedistinction of being the only countryoutside of the United States evervisited by George Washington whocame to the island in 1752.

Since the abolition of slavery in1834, the descendants of Africanslaves who were brought toBarbados to underpin theplantation system have developedinto a thriving and industriouspopulation.

In 1966, after almost 350 years ofunbroken British colonial status,Barbados became a fullyindependent sovereign nation. The island is English-speaking andhas remained a member of theBritish Commonwealth.

History

Archaeological evidence shows that the Arawaks, apeople indigenous to the Orinoco River area of Venezuela,inhabited Barbados from around 600BC. They were laterdriven out by the Caribs, who also migrated north from thesame area but who did not settle on the island.

Carved by aBritish armyofficer stationedon the island, thisstone lion is areminder ofBarbados’colonial past.

The Corp ofDrums of theBarbadosDefence Forcewear uniformsthat date back toVictorian times.


Politics

An independent country sinceNovember 30, 1966, Barbados isnoted for its high level of political,economic and social stability, aswell as for the integrity of itsinstitutions. The country operatesas a well developed democracywith open elections held every fiveyears. There are two main politicalparties, the Barbados Labour Partyand the Democratic Labour Party.Elections are hotly contested, butare notably free of violence andcorruption.

Government

Barbados enjoys a parliamentarystyle government, with a House of Representatives and a Senate. The island’s first Parliament wasestablished in 1639, making it thesecond oldest in the WesternHemisphere.

The function and powers of theGovernment are vested in Cabinet,presided over by the PrimeMinister. Senators are appointed:12 by the Government, two by theofficial Opposition, and seven“independents” on therecommendation of the GovernorGeneral who is the Queen’srepresentative and Head of State.

Judiciary

The legal system of Barbados isbased on English Common Law asmodified by Statute to meet localrequirements. The members of thejudiciary, in performing their judicialacts, are completely independentof the executive and legislativefunctions of Government.

Politics, Government and Judiciary

Top: The Parliament Buildings in Bridgetown – home to the second oldestparliament in the Western Hemisphere.

Bottom: Mounted police in full ceremonial uniform.


In 2003, the country’s GrossDomestic Product (excluding netindirect taxes) was approximatelyBDS$4.4 billion. That same year,exports amounted to BDS$500million, while imports totalledBDS$2.39 billion. Domestic exportsconsist mainly of sugar and its by-products rum and molasses,chemicals, clothing, furniture,electrical components and cement.

Consumer goods, mostly food andbeverages, account for the majorityof the island’s imports – BDS$915million in 2003. That same year,intermediate goods and capitalgoods such as machinery for use inagriculture and manufacturing,accounted for BDS$2.26 billion ofthe island’s import bill.

Based primarily on sugar until the1970s, the island’s economy nowhas four key productive industries:tourism, agriculture, manufacturingand international business.

Tourism

Tourism continues to play a key rolein the economy and has a positive“spin-off” impact on virtually all otherbusiness sectors. Currently, thisindustry accounts for about 11% ofthe employed labour force and is thecountry’s principal foreign exchangeearner. For example, in 2003, thegross annual earnings from tourismwere approximately BDS$1.46billion. The island attractsapproximately one million visitorseach year, with an almost equal splitbetween long stay visitors and cruiseship passengers.

Economy, Trade and Industries

Barbados embodies an open, small, free enterprise economy. A Value Added Tax on consumption, implemented in 1997, hasenabled the country to reduce its dependence on import tariffsand duties as a source of revenue, and also to improvecompliance with WTO rules.

Top: St. Lawrence Gap, on the vibrant South Coast – heart of the island’snightlife.

Bottom: This modern distillery produces fine rums for which Barbados isfamous.


intensive products that use moderntechnology. Electronics, medicalequipment and informationprocessing are areas of particularinterest. In recent years, the islandhas been attracting a growingnumber of call centres.

Agriculture

While the production of sugar is stillimportant to the island’s ability toearn foreign exchange, theGovernment’s policy in agriculturehas been to reduce dependence

Manufacturing

The manufacturing sector inBarbados accounts forapproximately 7% of the island’semployed labour force and includesfood and beverages (especiallysugar and rum), electronics,hardwood furniture, garments andchemicals.

The country continues to welcomeinvestment in the manufacturingsector, especially for the productionof higher value-added, skills-

Barbados Gross Domestic Product (2003)

on this commodity and toencourage diversification, especiallyin vegetables, poultry, livestock and fishing. The island is virtuallyself-sufficient in pork, poultry, freshmilk and vegetables.

International BusinessThis sector, which has steadilydeveloped since 1977, nowcontributes significantly to theisland’s foreign exchange earningsand provides employment forapproximately 3,000 Barbadians.Some unofficial estimates put thesector’s contribution to thecountry’s GDP at about 7.5%.

Primary Resources

Other than substantial limestonedeposits that are mined and usedto produce cement and other lime-based products, Barbados doesnot have an abundance of naturalresources. However, the countrydoes have some oil and natural gasdeposits that have been accessedto reduce dependence on outsidesources. In 2003, approximately22.4 million cubic metres of naturalgas were sold, and 371,000 barrelsof crude oil produced. Local crudeoil production meets about half thedomestic requirements.

Local crude oil production meets about half the islands domestic requirements.


Exchange control

Barbados has exchange controlregulations, although these are beingloosened over time. However,international businesses, includingExempt Insurance and QualifyingInsurance Companies, are exemptfrom these exchange regulations.

The Central Bank ofBarbados

Barbados has had a Central Banksince 1973. The main role of theCentral Bank is to act as banker,fiscal agent and financial advisor tothe Government, and to monitorand regulate the activities ofcommercial banks and otherfinancial institutions. It also has aduty to promote monetary policiesand exchange policies thatencourage economic growth.

Commercial Banks andFinance Companies

The banking system in Barbados iswell established, and the island hasa competitive commercial bankingsector. The commercial bankscurrently operating here include:First Caribbean International Bank(a regional combination of BarclaysBank and CIBC Caribbean), RoyalBank of Canada, Bank of NovaScotia, Barbados National Bank(majority owned by Republic Bankof Trinidad), Bank of Butterfield &Sons, and Caribbean CommercialBank (wholly owned by Royal Bankof Trinidad & Tobago).

Money, Banking and Finance

Barbados has been a member of the InternationalMonetary Fund since 1973. The Barbados dollar isbacked by gold and foreign assets, which havepromoted stability and confidence in the currency.Since 1975 the country’s dollar has been fixed atBDS$2.00 to US$1.00.

There are also several financecompanies operating in Barbados.Apart from collecting deposits,these companies complement the commercial banks in financingthe purchase of constructionequipment, motor vehicles andother consumer durable goods.

Domestic Insurance

Barbados has a highly developeddomestic insurance industry.Placement of insurance throughbrokers is commonplace.

Top: The Tom Adams Financial Centre, named after the island’s second primeminister, is home to the Central Bank of Barbados.

Bottom: This elegant building is the head office of FirstCaribbean InternationalBank.


Airport

Voted the “Best Caribbean Airport”at the World Travel Awards for 2003,the Grantley Adams InternationalAirport is located in the south of theisland, about 30 minutes from thecapital of Bridgetown. The airport isserviced by major internationalairlines, including American Airlines,American Eagle, Continental, USAirways, Air Canada, Air Jamaica,British Airways, BWIA and VirginAtlantic. These airlines providedirect links to major cities such asMiami, New York, Newark,Philadelphia, San Juan, Washington,Toronto and London. The GAIA is amajor “hub” for several regionalairlines that connect the EasternCaribbean with frequent flights daily.

Port facilities

Located on the edge of the City, theBridgetown Port is one of the mostmodern in the Caribbean. The portprovides container handling andberthing facilities for ocean-goingfreighters and passenger shipsincluding the world’s major luxuryliners, several of which now use theBridgetown Port as their “homeport”for Caribbean cruising in the SouthCaribbean.

Postal, Courier andTelecommunicationServices

The Post Office Department providesspeedy and reliable domestic andinternational mail services on a dailybasis to all parts of the island. Thereare 17 post offices that are openfrom 8:00 a.m. until 3:00 p.m.,Monday through Friday. Expresspost is available to certain countriesthrough the Post Office Department,and there are a number of privatecouriers including Federal Express,DHL and UPS.

Barbados has excellenttelecommunications links, withdirect-dial available to all worlddestinations. Businesses areoffered the latest in communicationstechnology, and many use theInternet to provide information ontheir products and services.Currently, there are threetelecommunications companies onthe island providing cellular phonesservices: including Cable & Wireless,Digicel, and AT&T Wireless.

Transport and Communication

News Media

There are two English languagenewspapers, a television stationand several radio stations thatprovide local, regional andinternational news. Internationaleditions of major foreignnewspapers (from North Americaand the UK) are also available on adaily basis. Also, two satellite linkedcable television services providesubscribers with access to a widerange of international programming.

Top: Barbados enjoys excellent telecommunications links with the rest of theworld.

Bottom: The island is also served by a modern deep water port.


Infrastructure and Social Environment

Barbados is one of the most highly developed small countries in the world.The United Nations Development Programme (UNDP) has ranked Barbadosas No.1 on its Human Development Index in the Caribbean and LatinAmerica. In its development, Barbados is also outperforming all of Africa,and all of Asia with the exception of Hong Kong, Singapore, Japan andSouth Korea.

The country’s high level ofdevelopment is reflected in itsinfrastructure and socialenvironment.

Health Services

The Queen Elizabeth Hospital,situated on the outskirts ofBridgetown, accommodates 600patients in private and generalwards. There is also the BayviewHospital, which is privately ownedand accommodates 24 patients.There are also several well-equipped private clinics, healthcentres and nursing homes. The psychiatric hospital enjoys agood reputation.

Barbados enjoys a high standard ofmedicine and health services overall.Dental and optical services are readilyavailable, and the Medical Registerlists specialists trained in the UnitedKingdom, Canada and the UnitedStates.

Education

Barbados has an exceptionallygood educational system thatcomprises free primary, secondaryand tertiary levels of education.The literacy rate on the island isapproximately 97%.

One of the campuses of theUniversity of the West Indies issituated in Barbados. Theuniversity’s Department ofManagement Studies together --with the affiliated Centre for

Top: The Sherbourne Conference Centre – one of the most modern facilitiesof its kind in the Eastern Caribbean.

Bottom: Student residences on the Cave Hill campus of the University of theWest Indies.


Management Development providemany of the graduates for thecountry’s domestic corporatesector, professional services firms,and international business sector.

Barbados also has a communitycollege, a teachers’ training college,a theological college, a hospitalityinstitute and a polytechnic.

Housing

Barbados has well developedresidential areas, and high qualityhousing for executives is availablefor sale or rent in many locationsacross the island.

Water

Barbados enjoys crystal cleardrinking water throughout theisland. Its primary source isunderground springs, filteredthrough coral, and these aresupplemented by the output from a newly completed desalinationplant.

Electricity

The Barbados Light & PowerCompany provided a highly reliableelectricity service throughout theisland. Domestic current willoperate appliances designed for110 volts AC, 50-cycle supply. A 220-volt supply is also availableto industrial and domestic users.

Roads

Barbados is criss-crossed by an extensive network of pavedroads, including a trans-islandhighway that links all of the maintransportation arteries. Driving ison the left-hand side of the road.

Office Space

Good quality, air-conditioned officespace is available in Bridgetown or in several purpose-built officecomplexes on the outskirts of thecity. Lease arrangements can benegotiated at reasonable rates.

Top: High quality executive housing is available for sale or rent in many partsof the island.

Bottom: Good quality, modern office space is available in several purpose-built complexes on the outskirts of the city.


Hotel Accommodation

In keeping with its reputation as ahigh-end tourism destination,Barbados has well-run hotels ofinternational standards. Theseinclude a newly reconstructedHilton, The Fairmont Hotels’ RoyalPavilion, and Sandy Lane Resort,recognized as one of the finestfacilities of its kind in the world.Other smaller but excellent qualityhotels include Coral Reef, ColonyClub, Glitter Bay Resort, CobblersCove and The Crane PrivateResidence Resort. In all,accommodation in Barbados,including luxury hotels, villas,guesthouses, and rental apartments,totals just over 8,000 rooms.

Many of the larger hotels offerconference facilities, as does the

Sherbourne Conference Centre, apurpose-built facility on the outskirtsof Bridgetown.

Restaurants and Nightclubs

Barbados has dozens ofrestaurants, many of which areworld-class in standard. In additionto these restaurants, there areseveral excellent private firms thatcater for receptions. The island hasan active nightlife, particularly onweekends, and there severalnightclubs offering live bands as wellthe latest in international music.

Sports and RecreationalActivities

Barbadians are a sports-lovingpeople, and while cricket remains

the national “passion, sports ofevery kind are played on the island,including basketball, volleyball, fieldhockey, soccer, tennis, squash andgolf. Horse racing and polo are alsowell established on the island andamong the leading spectator sports.A national stadium and agymnasium are used throughout theyear to host field athletics, cyclingand other well attended sportingevents.

Barbados has gained increasingprofile in recent years as a golfingdestination. There are five golfcourses on the island: two 18-holecourses at Sandy Lane, which havebeen recently designed by TomFazio; the luxurious 18-hole courseat Royal Westmoreland, designedby Robert Trent Jones; the 18-hole

Horseracing is a well-established and popular sport on the island.


There are several world-class golfcourses on the island.

Polo has become increasinglypopular, and there are currently fourpolo fields on the island.

course at Southern Golf andCountry Club; and the 9-hole courseat Rockley Resort, which is theoldest course on the island.

The water and coral reefssurrounding Barbados are theisland’s greatest natural attraction.There are a number of traditionalwater sports activities includingsailing, surfing, deep-sea fishing,scuba diving and snorkelling.

Festivals

Barbados celebrates the nationalfestival of Crop Over during the

month of July. It is a festival ofmusic, art and dance, andexotically costumed Barbadianstake to the streets in thethousands during the final paradeknown as “Kadooment”.

In March, the Annual HoldersOpera Season offers the musicand theatre of local andinternational performers, andattracts visitors from around theworld.

Appendix - Key Legal Requirements

Society formationFormation is achieved by filing Articles of Organisation with the Registrar of

Corporate Affairs and Intellectual Property, and paying a fixed fee of US$390.

A licence to operate an international business must then be obtained from the

Ministry of Industry and International Business for a fee of US$250. An

International SRL may undertake any business, unless its Articles circumscribe

its activities, or if the Society With Restricted Liability Act, 1995 restricts certain

activities, or where other local statute restricts activities such as banking and

insurance. International SRLs are empowered to adopt pre-incorporation

contracts. Mobility in and out of Barbados is allowed.

Tax returnsAn International SRL is required to file an annual corporation tax return.

Those Societies with year-ends prior to September 30th must file by the

following March 15th, all other by the following June 15th. Corporation taxes

must be prepaid at prescribed dates.

CapitalAn International SRL need only have one quota holder. There is no legal

minimum capital requirement and no stamp duty on capital.

ManagementAn International SRL need only have one manager, who need not be a resident

of Barbados. Managers’ duties and liabilities are expressly stated in the

Companies Act, Cap. 308. The power of managers may be limited via

unanimous quota holders’ agreements and By-laws. Minutes of all meetings

and written resolutions in lieu thereof of managers and quota holders must be

maintained at the registered office in Barbados. Alternate managers are

permitted.

Meetings and VotesManagers may conduct their business by physical meetings within or without

Barbados, by unanimous written resolution, or via teleconference. An annual

meeting of quota holders is required, and quota holders may be represented at

the meeting by proxies. Fundamental changes to the Articles of Organisation

require two-thirds majority approval of the quota holders.


Accounting and auditingAdequate accounting books and records must be maintained in Barbados and

a qualified local auditor appointed if the gross assets as at year-end or revenue

for the year of the Society exceed US$500,000. Accounting and auditing

standards are prescribed by the Institute of Chartered Accountants of

Barbados.

Renewal of LicencesAn International SRL licence must be renewed annually. A renewal form

together with a fee of US$250 must be submitted to the Ministry of Industry

and International Business on or before December 31 of the year preceding the

year for which renewal is sought. Failure to do so will result in monetary

penalties. Failure to apply before February 1 of the relevant year will result in

cancellation of the licence, and application for a new licence will be necessary.


© 2005 Copyright PricewaterhouseCoopers

"PricewaterhouseCoopers" refers to the network of member firms of PricewaterhouseCoopers International Limited, eachof which is a separate and independent legal entity.

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