Local or onshore companies in Nevis are provided for under the St. Kitts and Nevis Companies Act, 1996 (22) which set out the fundamental principles of companies incorporated in both countries. However, Nevis legislated its own law, the Nevis Business Corporations Act, which is a consolidated enactment which regulates onshore and offshore companies that are registered in Nevis as Nevis companies.

A Nevis corporation can be incorporated either as an onshore or offshore company, same as Panama company. Nevis onshore corporations are subject to paying local taxes save the cases where concessions and exemptions are given by the government. Nevis offshore corporations on the other hand are exempt from all local taxes so long as their services are provided solely to residents overseas. Offshore corporations in Nevis are given additional exemption from exchange controls and consequently can transact in foreign currencies. Each Nevis corporation must have an agent who is based in Nevis as an authorized offshore service provider.

The Nevis Business Corporation was passed in 1984 and amended in 2002. Nevis corporations can be incorporated by anyone regardless of his or her place of residence, nationality or in the case of an offshore company which is transferring to Nevis – jurisdiction of incorporation.

To incorporate a Nevis corporation a corporate name must be proposed and approved by the registrar. Any name chosen must be unique and not confuse the public with regard to the services offered. A Nevis corporation’s name must end with a word or abbreviation which gives a clear indication of the legal structure of the business, distinguishing it from a Nevis LLC corporation or partnership. Possible endings for the name of a Nevis corporation are: Company, Co., Limited, Ltd., Corporation, Corp. or Incorporated, Inc. A name can be reserved for a Nevis company by an individual or a legal entity by applying to the registrar for name reserved, for which, after being granted a certificate of name reservation issued.

Nevis offshore companies are incorporated largely because of their flexibility and capacity to be used for various types of activities and forming new companies. A merger or consolidation can be undertaken by two or more corporations registered in Nevis.

The plan to merge or consolidate must first be approved by the board of directors of each corporation and then submitted to the shareholders for vote. In the event a corporation owns at least 90% of the outstanding shares of each class of another, a merger or consolidation into the corporation with majority shares can be undertaken solely by a board decision and without the approval of shareholders.

Any changes or new decisions with respect to the Nevis corporation’s names, shares, terms and conditions for carrying out the merger or consolidation must be contained in the merger or consolidation plan. Amendments to the articles of incorporation of any Nevis corporation that is undergoing a merger with another must also be stated in the plan. Final authorization of the plan is given only by consensus at a general shareholders meeting of which all shareholders must be notified irrespective of their right to vote or not and given a copy of the plan. Upon approval by both shareholders and the board, duplicate copies of the articles of consolidation or merger must be executed by the president, vice president, secretary and managing director of each participating corporation. After following the aforementioned steps, to register or incorporate a Nevis company as a merger or consolidation, the articles must include any provision in the plan that needs to be stated therein, the date on which each of the articles was submitted to the Registrar and the way in which the consolidation was authorized by each participating corporation.

A foreign corporation desirous of merging or consolidating with a Nevis company must first be permitted under the laws of the incorporating jurisdiction.

Nevis offshore companies or Nevis business corporations are capable of issuing shares in accordance with the guidelines established in the articles. The shares issued by a Nevis offshore company can be of one or more classes, issued to the bearer or registered, with or without par value. Shares of a Nevis offshore company give certain full or limited voting rights, preferences or privileges to their holders.

Nevis offshore business corporations are free from taxes whereas an onshore Nevis company has to pay local taxes, from which exemption is granted only if business is no longer conducted with local residents and is taken offshore.