How to Incorporate a Company in Grenada as a Non-Resident

Understanding Company Incorporation in GrenadaCopy link to section

A foreign owner can register and control a Grenadian company without setting foot in the country and without a local shareholder, because there are no general limits on foreign ownership beyond activities deemed contrary to local law. The body that handles incorporation is the Corporate Affairs and Intellectual Property Office (CAIPO), a department of the Ministry of Legal Affairs, which administers the Companies Act, Chapter 58A.

This article covers the practical route to incorporate a company in Grenada, from name reservation through to the certificate and the first filings that follow. It is written for non-resident business owners, investors, and their advisers weighing whether to form an entity in the jurisdiction.

Anyone forming or joining the formation of a company must be at least 18, of sound mind, and not bankrupt. Two structures dominate in practice: the domestic LLC and the International Business Company (IBC), the latter being the standard vehicle for non-resident-owned business across the Caribbean.

One point matters early for investors with property ambitions. A non-Grenadian acquiring shares in a local company or buying real estate may need an Alien Landholding Licence and may face a 10% property transfer tax.

Choosing Your Company Structure for Incorporation in GrenadaCopy link to section

The form you select shapes everything that follows, from minimum participants to where you may trade. Most non-resident owners weigh the private LLC against the IBC; the other forms serve narrower purposes.

A private company limited by shares needs at least one shareholder and one director, who may be the same person, with no minimum share capital. The IBC is built for business conducted outside the country and carries a possible 20-year tax exemption, but it cannot own real estate locally and faces restrictions on domestic trading and financial services.

Companies in Grenada may issue shares for money or property, with or without par value, and bearer shares are prohibited. The Articles usually set out the share classes and their respective rights.

If you already run a foreign corporation and want to operate locally rather than form a new entity, the external company route under Part XIX of the Companies Act applies. That branch registration requires filing your home-country corporate documents and appointing a local representative to receive legal notices.

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Reserving and Approving Your Company Name with the Corporate Affairs and Intellectual Property OfficeCopy link to section

Before lodging anything else, you must clear and reserve the proposed name. The Registrar will reject a name that duplicates an existing company or misleads as to the nature of the business.

You obtain a Name Search and Reservation Form from CAIPO and file it either in person at the office in St. George's or through the CAIPO online portal. The search and reservation carry small statutory fees in Eastern Caribbean dollars; confirm the current amounts directly with the registry, as published schedules are updated from time to time. Where the application is in order, a name can be reserved within roughly three days.

Endings signal the entity type. An IBC, being a limited liability company, ends with "Limited Liability" or "LLC", and may also use "Corporation", "Incorporated", "Corp." or "Inc."; a public company must carry "Limited" or "Corporation". Non-profit names must end with "Incorporation", "Corporation", "Inc." or "Corp.", and the name is reserved at CAIPO before the Articles go to the Attorney General's Chambers.

Appointing Your Registered Agent and Registered Office in GrenadaCopy link to section

A local registered agent and a registered office are mandatory, and this is the practical anchor for a non-resident owner who has no physical presence in the country. The agent is your point of contact, holds the company's documents and files, and for an IBC acts as subscriber to the first share at formation.

IBCs must keep both a registered agent and a registered office locally, appoint a secretary, and renew registration each year against a fixed fee. The secretary position is required, and the secretary may be an individual or a corporate entity.

Agents are ordinarily attorneys-at-law or licensed corporate service providers operating under the country's legal and regulatory supervision. For a branch (external company), Section 346 of the Companies Act secures local representation through a duly executed power of attorney in the prescribed form, and the representative is registered with CAIPO.

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Deciding Your Directors and Shareholders Before LodgingCopy link to section

Settle who will sit on the board and hold the shares before you prepare the Articles, because their identity documents feed directly into the filing. A private company needs at least one shareholder and one director, and these can be the same person; both may be individuals or corporate bodies, and neither needs to reside in Grenada.

Some sources cite a higher minimum of two directors and two shareholders for a private company limited by shares. Because the position turns on the precise statutory provision, confirm the requirement for your chosen structure before lodging.

Directors and incorporators must clear the same eligibility bar: at least 18, of sound mind, and not bankrupt. There is no minimum share capital, and shareholders may be citizens or residents of any country.

• Valid passport or national ID for each proposed director and shareholder
• Proof of residential address, such as a recent utility bill or bank statement

The register of shareholders is kept at the registered office. It is not part of the public record and is not filed with the Registrar.

Preparing the Articles of Incorporation and Supporting FilingsCopy link to section

The Articles of Incorporation are the core document, and they follow a prescribed form. They state the company name; the classes and maximum number of shares with the rights and restrictions attaching to each; any restrictions on share transfers; the number or range of directors; and any limits on the business the company may carry on.

All founders sign the Articles. Alongside them, you file a Notice of Directors setting out the directors, shareholders, and the registered office, and a Memorandum and Articles of Association describing how the company is managed and the rights and duties of those involved.

Beneficial ownership information must be included, identifying the natural or legal person with direct control of the company. This obligation was introduced by the Companies (Amendment) Act No. 23 of 2014, and a 2014 amendment also allows an attorney-at-law to swear the required declaration on a client's behalf.

A government filing fee is payable to CAIPO at submission under the Companies Act fee regulations. The exact current amount is not published in a consolidated public schedule, so confirm it directly with the registry before you file.

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Submitting Your Incorporation Application to the Grenada RegistryCopy link to section

With the name reserved and documents signed, one or more persons lodge the package with the Registrar of Companies. Submission can be completed online through the CAIPO portal or in person.

1. Reserve the company name with CAIPO before lodging the full package.
2. Submit the Memorandum and Articles of Association with the other required documents.
3. File the complete application and supporting documentation with the Companies Registry.
4. Pay the incorporation fee, and any annual renewal fee, to CAIPO at submission.

Two registrations follow incorporation rather than form part of it. You register with the Inland Revenue Division (IRD) to obtain a Tax Identification Number, and you enrol with the National Insurance Scheme for social security purposes.

Registry Review and Issue of the Certificate of IncorporationCopy link to section

The company comes into existence when the Registrar issues a Certificate of Incorporation bearing a registration number. For an IBC, that certificate is the moment of formation.

Processing times vary with document quality and workload. Indicative third-party estimates put registry turnaround at roughly five to ten business days, while a fuller end-to-end timeline, counting preparation, KYC, and name reservation, can run longer; CAIPO does not publish a binding turnaround commitment, so treat these as ranges rather than guarantees.

Once registered, the company can obtain a Certificate of Good Standing, which confirms it has met its filing and fee obligations and is authorised to do business. For use abroad, the Certificate of Incorporation and related instruments may need to be apostilled, and notarised copies of the underlying documents are often requested.

First Steps After Incorporation: Statutory Registers, Share Issuance, and Initial Board MattersCopy link to section

The work does not stop at the certificate. The incorporators' names must be entered in the register of members promptly after registration, and the company must maintain registers of members, directors, and charges.

An organisational meeting of the first directors typically follows incorporation. Under the OECS company law model that Grenada shares, that meeting can adopt by-laws, approve share certificate forms and corporate records, authorise share issues, appoint officers and an auditor, and arrange banking; confirm the specific provisions against the local Act for your company.

Shares may be issued for money or property and must be fully paid before issue, with capital accounts maintained for each class. Beneficial ownership records must be kept current alongside the statutory registers.

Two recurring duties begin straight away. Companies file annual returns with the Registrar covering directors, secretaries, and the registered office, though an IBC is not required to file annual financial statements or undergo audit while still keeping proper financial records. You should also complete tax registration with the IRD and obtain any licences specific to your planned activities. Ongoing obligations are addressed in our dedicated compliance guide.

ConclusionCopy link to section

Incorporating in Grenada is open to non-residents on straightforward terms: a single owner-director, no minimum capital, no residency requirement, and a clear choice between a domestic LLC and a tax-favoured IBC. The mechanics turn on appointing a local registered agent and office, clearing the name, preparing Articles that capture share structure and beneficial ownership, and lodging with CAIPO. Build in time for document preparation and KYC, and confirm the current statutory fees and processing windows with the registry before you commit. Handled in order, the path from name reservation to certificate is predictable for a foreign-owned business.

How Expanship Can Help Your Business in GrenadaCopy link to section

Expanship manages the full incorporation route for non-resident owners in Grenada, from name clearance and Articles drafting to lodging with CAIPO and acting through a licensed local agent, and supports the wider needs of a foreign-owned entity once it is formed.

• Company formation and registration with CAIPO
• Registered agent and registered office in Grenada
• Tax registration with the IRD and TIN issuance
• Ongoing compliance and annual return management
• Accounting and bookkeeping
• Banking introductions

To discuss your incorporation, contact Expanship Grenada.

Frequently Asked QuestionsCopy link to section