TERMS AND CONDITIONS

The following Terms and Conditions, as published in this chapter of the Loyal Agency and Trust Corp., website, are for preliminary information purposes only. Only if you commission Loyal Agency and Trust Corp. to provide services to you will these Terms and Conditions ("Terms") come into play and govern the provision of services by the Loyal Agency and Trust Corp. as Registered Agent, to the Client, and shall constitute a binding legal agreement between the Client and the Registered Agent.

DEFINITIONS

"Client or Ultimate Beneficial Owner (UBO)": the natural person or persons who ultimately own and control the Company and/or such person(s) on whose behalf and for whose benefit the Services are to be provided under this Agreement, also including any person(s) who have been authorized to represent or act for the Client; in case of more than one person, all such persons are jointly and severally the Client and / or UBO.

"Communications": any communication between LATC and Client by any of the following methods: (a) direct conversation in person; (b) telephone or any other form of voice communications; (c) mail, including regular or courier mail services; (d) fax; (e) electronic mail, message or interactive form posted through the Internet, including messages posted by SMS or any other form of instant messaging system.

"Company": any incorporated body, owned and controlled by the Client, in relation to which Services are provided by LATC.

"LATC": Loyal Agency and Trust Corp., a company registered in St. Vincent and the Grenadines and a licensed Registered Agent.

"Order Form (or “Order”) ": the scope of instructions and information given by the Client to LATC in order to incorporate or acquire a Company, to determine and configure the required Services and to provide the mandatory information about the Client, as all presented in a standardized format (Order Form) in this Agreement; or as available in electronic format from LATC (http://latc-svg.com  )

"Person": as far as the context admits, any natural person, organization, validly incorporated firm in Good Standing or other body, incorporated or unincorporated.

"Services": any of the following - company registration, trust registration, provision of the registered office, issuance of invoices, or any other facilities provided to the Client or to the Company by LATC.

“Payment” : any mutually agreed method by which Loyal Agency and Trust Corp. is paid for the services which it provides, to include payments by bankers draft, cheque, credit or debit card ( and irrespective whether the cardholder is present at the offices of LATC or not or not ) , electronic or wire transfer, etc. LATC will stipulate in its invoices the acceptable payment method. All transfer fees or charges are for the account of , or  payable by, the client.

 

 

LIABILITY OF LATC

1. LATC has no ownership or beneficial interest in any Company, Trust, Foundation or any other structure it registers or incorporates at the request of any Client, or in its business whatsoever. The sole interest of LATC in provision of any of the Services is in performing such services in return for the earning of professional fees, as specified in the standard list of fees and charges of LATC.

2. LATC hereby covenants with the Ultimate Beneficial Owner(s) of any  Company , Trust, Foundation or any other structure it registers or incorporates at the request of any Client that it will not divulge to any third party any confidential information received from the UBO or elsewhere in respect of the UBO’s business, or use any such confidential information other than in the interests of the UBO without the prior written consent of the UBO, unless compelled to do otherwise by the application of the Laws of St. Vincent and the Grenadines.

DUE DILIGENCE AND KYC

3. LATC follows international best practice, and is subject to the Laws of St. Vincent and the Grenadines and also the requirements of the Financial Services Authority of St. Vincent and the Grenadines, regarding Due Diligence (Know Your Client) standards as applied to all Clients / UBOs. Full Due Diligence on all intended Beneficial Owners, Shareholders and Directors for any International Business Company must be provided and will be verified by LATC. For a Trust, Due Diligence will be required on the Beneficiary, Protector, Settlor and Co-Trustee. For any other corporate body that may or may not be established in St. Vincent and the Grenadines, identical Due Diligence for all relevant parties involved necessary for the registration of the entity is required.  As a pre-condition for any Services to be provided by LATC the Client/UBO shall deliver all such information and documents to LATC as LATC may reasonably require in order to satisfy itself as to the proper identities, physical addresses, nature of the proposed business operations, financial status and reputation of all individuals and entities involved in the Company as beneficial owners, shareholders, directors, and representatives or in any other controlling capacity.

All Due Diligence supplied to LATC will be verified. If any party is found to be watchlisted or blacklisted, or any item found to be fabricated or altered, LATC as Registered Agent is by Law required to decline to register the entity or perform the requested services. No fees are refundable in such circumstances.

4. The Client agrees to immediately notify LATC of any material changes in the beneficial ownership of the Company, of any change in its operational activities, and of any change in the usual residential, business, correspondence or email addresses, or in contact telephone and facsimile numbers of any of the persons on record. If requested by LATC, supporting documentation for such changes must be provided.

5. Should any party involved in the structure fail to reasonably provide, or is not willing to provide , the required Due Diligence completed to the stipulated standard , LATC as Registered Agent is by Law required to decline to register the entity or perform the requested services. No fees are refundable in such circumstances.

INSTRUCTIONS AND PROCEDURES

6. LATC may in its sole discretion require that any particular instruction, request or advice is issued by the Client in writing and duly signed by the Client: LATC shall not be liable for any loss or damage for its failure to act until such instruction; request or advice is so issued and communicated to LATC.

7. LATC may refrain to act on any instructions which appear to it to be incomplete, unclear, ambiguous, conflicting or of unclear authenticity, and shall not be liable for any loss or damage for its failure to act until such shortcomings are remedied to its satisfaction.

8. LATC may refrain to act on any instructions if it considers that such action may conflict with any provisions of the Memorandum and Articles of Association of the entity, expose LATC or any of its members of staff to any personal liability or risk of prosecution in any jurisdiction, conflicts with any laws of St. Vincent and the Grenadines or other jurisdiction, goes against international best practice or may otherwise be illegal.

9. If the Client/UBO breaches any of its obligations or undertakings assumed under this Agreement and fails to remedy such breach within 14 days following a notice issued by LATC, then LATC may do any one or several of the following:

9.1. Resign from providing any or all Services under this Agreement and resign as Registered Agent;

9.2. Ask the Registrar to strike off the entity;

9.3. Take whatever other action LATC regards appropriate to protect its position and reputation.

10. Unless Virtual Office services are provided by LATC to the Company, for which a separate fee is charged, the Client shall not make or permit any reference to the registered address of the entity in any business advertisement, promotion, public announcement or Internet site, representing the registered address as the location of the actual business operations, commercial records or management and control of the entity. Use of the Registered Address by the entity without the express permission of LATC does not imply that LATC will act upon mail (airmail or courier), email or telephone calls received or receive or interview personal callers.

11. Nothing in this Agreement will make LATC or its officers or staff liable or responsible for any commercial decisions , actions, acquisition or disposal of assets, contracts, agreements or any other arrangements written or implied that the Client has made in respect to the Company ( or a Trust , or any other structure ) or its business ventures.

LIABILITY OF THE CLIENT

12. The Client/UBO undertakes and warrants that it will not involve LATC and will not use, or permit to be used, any of the Services provided under this Agreement in any of the following: terrorism and terrorist financing, money laundering or receipt of proceeds from criminal activities, corruption, trade or trafficking in restricted substances, human trafficking, sanction busting, embezzlement, fraud or any other activity that is defined as criminal by the laws of St. Vincent and the Grenadines. The Client/UBO also confirms and guarantees that no asset introduced into the entity either at the commencement of business or later, is derived from any such activity, and that the Client/UBO has full authority to transfer such asset to the entity, and that the transfer of such asset does not constitute a fraud.

13. The Client acknowledges that LATC may, at its discretion, refuse to provide any Services under this Agreement if the entity is involved in any of the following: activities involving arms, weapons or munitions, human or animal organs, pornography, gambling, drug paraphernalia, multi-level marketing schemes, religious cults, political and non-profit organizations or any other such activity that, in the reasonable opinion of LATC, may damage the reputation of St. Vincent and the Grenadines, the country of registration of the entity, or LATC.

14. The Client/UBO acknowledges that in certain circumstances LATC may be legally bound by order of a Court of law, the Financial Services Authority, the Financial Intelligence Unit or other competent authority to disclose confidential information pertaining to the affairs of the entity or the Client, and, should LATC become legally bound and act upon such order, it shall not be liable for any compensation, loss or damage to the Client/UBO for reason of doing so.

FEES AND INVOICES

15. All fees charged by LATC to the Client  will be in amounts indicated in the standard list of fees as posted on the LATC website (client price list here) or as specifically sent to the Client by LATC as an offer by email or otherwise in writing. Any fees are subject to change and any increase of fees shall take effect upon 30 calendar days advance notice, except for increases in government fees and charges which shall take effect immediately, or in terms designated by the government. For prices not quoted on the website, or for any other services not listed there, please contact us at info@latcsvg.com

16. The grounds for payment of any fee(s) is an invoice issued by LATC to the entity or to the agent of the entity. Invoices will only be issued by LATC after the Client has clearly confirmed a request for the services to be provided. All terms of payment of the invoiced fees shall be indicated in the invoice. LATC is not bound to provide any Services before its due fees are paid in full by the Client, unless alternate arrangements have been made. 

17.If any Client later decides not to proceed with the Services requested but has paid LATCs fees and in turn LATC is out of pocket, or if LATC cannot proceed due to the lack of provision of information , documentation, Due Diligence or any other reason where an action by the Client is required but is not forthcoming, no refund of fees can be considered.

18. The Client/UBO acknowledges that late payment of certain fees, in particular annually recurring fees, may involve substantial late penalties or surcharges, to be payable by the Client before any further Services may be provided. The Client acknowledges that the failure by him / her to pay such fees on time may result in the entity being dissolved or struck off the Registry. If any entity is dissolved or struck off the Registry due to non – payment of the required fees by the Client, LATC has no liability whatsoever in that regard.

DalPay Retail is the reseller of services provided by Loyal Agency and Trust Corp.
dalpay.is +1877-8657746 may appear on your card statement.

Your card issuer may charge you an International Service Fee. This fee is controlled and charged by your bank or card issuer, not by DalPay or its banks. Please refer to www.INTLServiceFee.com for details.

LEGAL AND TAX ADVICE

19. LATC is a Registered Agent: it is not a law office, accounting or taxation advisor or practice , or financial advisor. The Client/UBO acknowledges that LATC is not qualified to advise , and will not advise, on legal, financial or tax implications affecting the entity, specifically on such implications arising outside the St. Vincent and the Grenadines, and as such the Client agrees that LATC has not provided any legal, financial , investment or tax advice to the Client, nor has LATC made any representations, assurances or warranties as to the suitability of any particular Service or corporate structure for any particular aims of the Client. None of the information contained in the brochures, Internet websites and other marketing material of LATC shall be construed as any offer of tax planning, financial, investment or legal advice. The Client also acknowledges that LATC has recommended the Client to seek independent legal, financial and tax advice in all such jurisdictions that may affect the Company, any of its beneficial owners or any other persons concerned.

20. Where legal advice or opinions, financial advice or tax counseling are required locally, LATC will on behalf of the client with specific instructions to do so, contact a suitable professional firm in  St. Vincent and the Grenadines to provide these services but LATC, its officers and staff are not responsible for the content, quality or accuracy of such third party legal advice or opinions, financial advice or tax counseling and the Client accepts and acts upon such third party legal advice or opinions, financial advice or tax counseling under this disclaimer.

21. LATC will invoice the Client for such third party legal advice or opinions, financial advice or tax counseling and will only commission any third party to provide the same upon prior receipt of full payment from the Client.,

JURISDICTION

 

22. LATC is a Registered Agent operating under the Registered Agent & Trustee Licensing Act Chapter 105 of the Revised Laws of Saint Vincent and the Grenadines, 2009. A copy of our license can be found here. The Registered Offices of LATC are to be found at:

 

  • Physical address : Second House Right Side, Cedar Hill Crest, Villa, St. Vincent and the Grenadines, West Indies
  • Postal address : Cedar Hill Crest, PO Box 1825, Villa, Kingstown VC 0100, St. Vincent and the Grenadines, West Indies
  • Registered address : Cedar Hill Crest, PO Box 1825, Villa, Kingstown VC 0100, St. Vincent and the Grenadines, West Indies

 

23. LATC is regulated by the Financial Services Authority in St. Vincent and the Grenadines. Details can be found on their website (http://svgfsa.com/service_prov.html ).

 

TERMINATION

24. LATC may at its sole discretion and without obligation to disclose the reason for doing so cease to provide any or all Services under this Agreement by giving one month’s written notice to the Client/UBO.

25. The Client/UBO may at his sole discretion and without obligation to disclose the reason for doing so terminate this Agreement in its entirety or require LATC to cease the provision of any particular Services by giving one month’s written notice to LATC. 

26. At termination of any Agreement, LATC shall not be obliged to reimburse any part of previously received professional fees and expenses.

MISCELLANEOUS PROVISIONS

27. Nothing in this Agreement precludes LATC from providing Services to other clients, regardless of the fact that such other clients may be in competition with either the Client or the Company.

28. Nothing in this Agreement purports to create a legal partnership between any Client and LATC.

 RECOMMENDATION TO SEEK INDEPENDENT ADVICE

 

29. The establishment of any international structure may not precisely suit the needs or circumstances of all Clients and LATC recommends that all Clients seek the prior advice of a reputable and qualified independent legal, financial or tax professional in their own country of residence,  or one who is entirely familiar with its Laws, before proceeding as some international structures may not be suitable or permitted for the residents of certain countries even though entirely legal and proper under the Laws of St. Vincent and the Grenadines. LATC is not able to offer such advice in any circumstances and LATC is not obliged to reimburse any part of previously received professional fees and expenses if any structure established at the specific request of any Client is later to found to be unsuitable for the residential jurisdiction or personal circumstances of that client in any way.