CSME: Establishing Your Business

The Eastern Caribbean is fast becoming a region for investment as well as employment opportunities. The purpose of this article is to provide pertinent information to anyone who desires to venture into the Eastern Caribbean, more specifically, the tri-island state of Grenada, Carriacou and Petite Martinique for the purposes of employment; or investment primarily for the establishing of a business.

This article will be presented in several sections; and will provide an overview of factors that would need to be considered before investing in Grenada. These factors include:

1. Your entitlement to investing in Grenada
2. The requirements for registering your business in Grenada
3. The taxes that you would be required to pay and incentives provided, if any

PART ONE

Your entitlement to investing; establishing or operating businesses in Grenada is prescribed under the Revised Treaty of Chaguaramas signed in 2001 by CARICOM Member states which, among other factors, established a single market space referred to as the CARICOM Single Market and Economy (CSME). The Single Market component of the CSME came into operation on the 1st of January 2006. The CSME provides for the establishment of freedom of trade of goods, services, skills, and capital among CARICOM Member states and the Right of Establishment. In order to have this enforced in the Member states legislation have been introduced. In Grenada these statutes include the Caribbean Community (Movement of Factors) Act Chap 39A, the Caribbean Community Skilled Nationals Act Chap 39B, and the CARICOM Enterprises Act Chap 40A.

Q1. What activities are you legally entitled to operate?

Simply, any business that is not a threat to the culture, environment, security and health of the nationals of the particular member state.

Q2. As a potential investor, is the procedure for a CARICOM non-national different from that of a CARICOM national?

The answer is yes. A CARICOM non-national before commencing any business in Grenada must obtain what is called an Aliens Landholding Licence; pursuant to the Aliens (Landholding Regulation) Act; this is not required if you are a CARICOM national.

Q3. Who is an alien?

An alien, therefore, is someone who is not a citizen of Grenada.

Q4. How do I obtain an Aliens (Landholding) Licence?

The application is made to the Prime Minister through the Permanent Secretary by doing the following:

• Filling out the prescribed application form in triplicate and submitting same with supporting documents namely:
  • A Police Record from your country of origin
  • A Bankers Reference from your country of origin; and
  • 2 character references from reputable individuals from your country of origin.

This process usually takes approximately 2–3 months.

Q5. Who is defined as a national of CARICOM?

The laws of each CARICOM Member State will define who is a national of CARICOM. In Grenada, the Caribbean Community (Movement of Factors) Act No. 17 of 2006 CAP 39A states that a national is a person:

a. who is a citizen of a Member State
b. who has a connection with a Member State of a kind which entitles that person to be regarded as belonging to, or if it be so expressed as, being a native or resident of that Member State for the purpose of the laws of that Member State relating to immigration; or
c. which is a company or other legal entity constituted in a Member State in accordance with its laws and which that Member State regards as belonging to it:

i. where that company or other legal entity has been formed for gainful purposes,
ii. has its registered office and central administration, and carries on substantial activity within the Community, and
iii. is substantially owned and effectively controlled by persons mentioned in paragraph (a) or (b).

Therefore, persons named in paragraph (a), (b), and (c) possess the Right of Establishment.

Q6. Do CARICOM nationals possess any privileges or rights which would assist them in this venture?

CARICOM nationals/citizens acquire or possess what is called the Right of Establishment.

Q7. What is the Right of Establishment?

The Right of Establishment means you have the right to:

• engage in any non-wage earning activities of a commercial, industrial, agricultural, professional, or artisanal nature and
• create and manage economic enterprises, which include any type of organization for the production of or trade in goods or the provision of services owned or controlled by a national or business entity of a member state in any Member State

The effect of this, is that CARICOM nationals are free to establish or set up business enterprises without discrimination based on nationality.

Q8. As a CARICOM National establishing a business in a Member Country (Grenada) what are some of the freedoms to which I am entitled?

A CARICOM National, establishing a business will enjoy:

• freedom of movement, including the freedom to leave and re-enter his or her host country
• freedom to incorporate or register an incorporated entity including agencies, branches and subsidiaries
• freedom to register a business name
• freedom to engage in non-wage earning activities (self-employed)
• access to capital in the receiving country
• the entry of managerial, supervisory and technical staff to serve the business without a work permit
• non-discriminatory access to licences and permits
• the entry of spouses and immediate dependant family members of the business persons and of his or her staff
• Protection of the Intellectual Property of the business
• Freedom to acquire property for use as that person’s residence
• Freedom to acquire property for use in that person’s business

However, the Minister, who is assigned responsibility for CARICOM affairs, in his discretion can exclude or restrict the right of establishment in the public’s interest.

Q8. What if a body unincorporated, or a company which is incorporated in another country, is to be established in Grenada; is there any mechanism in place for that company to be established in Grenada?

YES! The mechanism is set out in the Companies Act of Grenada Chap 58 A. Where it is established in Grenada it is called an EXTERNAL COMPANY.

Q9. Why is it referred to as an external company?

According to Section 543 of the Companies Act of Grenada an external Company is defined as any firm or other body of persons, whether incorporated or unincorporated that is formed under the laws of a country other than Grenada.

S. 338 of the Companies Act of Grenada Chap 58A:

An external company carries on business within Grenada:

1. If the business of the company is regularly transacted from an office in Grenada established or used for the purpose;
2. If the company establishes or uses a share transfer or share registration office in Grenada;
3. If the company owns, possesses or uses assets situated in Grenada for the purpose of carrying on or pursuing its business, if it obtains or seeks to obtain from those assets, directly or indirectly, profit or gain whether realised in Grenada or not.

An external company according to s.340 and 341 of the said Act is prohibited from beginning or carrying on business in Grenada until it is registered under the aforementioned Act. Such an application for registration will be made by the Registrar to the Minister who is responsible for trade, according to section 543 of the Companies Act of Grenada, who may order the Registrar to refuse the registration.

It is important to note that the Registrar according to section 342 of the said Act has the discretion to limit the activities to be carried on by the business in Grenada. If that occurs the Registrar must notify the company, which within 30 days of receiving the notification, may appeal to the   Minister who has the power to confirm, vary or overrule the decision of the Registrar.

The process of registering an EXTERNAL COMPANY will be discussed in Part II.

Q9. You have landed in the island of Grenada what next?

Upon entry into the island you will be required to present the requisite documents to the immigration officers including:

• a valid passport
• proof of financial resources for personal maintenance such as cash, travellers cheques or credit cards.
• and a return ticket

Under the Caribbean Single Market Economy (CSME) you are entitled to a 6 month stay in any Member State.

Once you are granted entry then having settled on the island of Grenada you are now ready to begin establishing your business.

Dionne Lawrence–Pivotte practises criminal and civil law and has practised in the jurisdictions of Jamaica and Grenada. She is the principal attorney and Notary Public in the law office of Dionne Lawrence Pivotte & Associates which is based in Grenada.

Tel. (473) 435-0168/410-8786
Email:dionnelpivotte@spiceisle.com