Establishing a USVI Corporation or Qualifying a Foreign Corporation

Any three individuals may incorporate a USVI corporation by executing (before a notary public) and filing articles of incorporation with the office of the Lieutenant Governor of the Virgin Islands. The corporation is formed as soon as the articles are filed and the filing fee is paid. The incorporators or the directors adopt by-laws to govern the corporation’s affairs. The method of incorporation is the same whether a company is being formed as a domestic corporation, an exempt company[7], or a foreign sales corporation[8].

The stock of a USVI corporation must be registered and there is a $1,000 minimum capital requirement. Stock may or may not have a par value. The “standard” corporation has 1,000 shares without par value.

A USVI corporation must have three directors (all of whom must be individuals) who manage its affairs. It is also required to have at least three officers: a president (who must be a director), a secretary, and a treasurer. Other officers are allowed as well. A corporation must appoint a local resident agent for service of process.

Corporations organized outside the USVI may qualify to do business in the USVI by filing a copy of their articles of incorporation (or equivalent document), appointing a resident agent, providing some financial information, and paying a fee.

Domestic corporations, and foreign corporations authorized to do business in the U.S. Virgin Islands, are subject to an annual franchise tax and must file an annual report by June 30 of each year. The franchise tax is a minimum of $150 per year.

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