2019 US Virgin Islands Code
Title 13 - Corporations and Associations
Chapter 13 - Economic Development Corporations
§ 802. Incorporators; articles of incorporation
(a) Twenty-five (25) or more persons, two-thirds of whom shall be residents of the United States Virgin Islands, who may desire to create an economic development corporation under the provisions of this chapter, for the purpose of promoting, developing, and advancing the prosperity and economic welfare of the United States Virgin Islands and, to that end, to exercise the powers and privileges hereinafter provided, may be incorporated by filing in the office of the Lieutenant Governor, as hereinafter provided, articles of incorporation. The articles of incorporation shall contain:
(1) The name of the corporation, which shall include the words “Economic Development Corporation of the Virgin Islands”.
(2) The location of the principal office of the corporation, but such corporation may have offices in such other places within the United States Virgin Islands as may be fixed by the board of directors.
(3) The purposes for which the corporation is founded, which shall be to promote, stimulate, develop, and advance the business prosperity and economic welfare of the United States Virgin Islands and its citizens; to encourage and assist through loans, investments or other business transactions in the location of new business and industry in the United States Virgin Islands and to rehabilitate and assist existing business and industry; to stimulate and assist in the expansion of all kinds of business activity which will tend to promote the business development and maintain the economic stability of the United States Virgin Islands, provide maximum opportunities for employment, encourage thrift, and improve the standard of living of the citizens of the United States Virgin Islands; similarly, to cooperate and act in conjunction with other organizations, public or private, in the promotion and advancement of industrial, commercial, agricultural, and recreational developments in the United States Virgin Islands, and to provide financing for the promotion, development, and conduct of all kinds of business activity in the United States Virgin Islands, thereby establishing a source of credit not otherwise available therefor.
(4) The names and post office addresses of the members of the first board of directors, who, unless otherwise provided by the articles of incorporation or the bylaws, shall hold office for the first year of existence of the corporation or until their successors are elected and have qualified.
(5) Any provision which the incorporators may choose to insert for the regulation of the business and for the conduct of the affairs of the corporation and any provisions creating, dividing, limiting, and regulating the powers of the corporation, the directors, stockholders or any class of the stockholders, including, but not limited to a list of the officers, and provisions governing the issuance of stock certificates to replace lost or destroyed certificates, provided that no provision shall be contained for cumulative voting for directors.
(6) The amount of authorized capital stock and the number of shares into which it is divided, the par value of each share and the amount of capital with which it will commence business and, if there is more than one class of stock, a description of the different classes; the names and post office addresses of the subscribers of stock and the number of shares subscribed by each. The aggregate of the subscription shall be the minimum amount of capital with which the corporation shall commence business which shall not be less than fifty thousand ($50,000.00) dollars. The articles of incorporation may also contain any provision consistent with the laws of the United States Virgin Islands for the regulation of the affairs of the corporation.
(7) The articles of incorporation shall be in writing, subscribed by not less than three (3) natural persons competent to contract and acknowledged by each of the subscribers before an officer authorized to take acknowledgements and filed in the office of the Lieutenant Governor for approval. A duplicate copy so subscribed and acknowledged may also be filed.
(8) The articles of incorporation shall recite that the corporation is organized under the provisions of this chapter
(b) The Lieutenant Governor shall not approve articles of incorporation for a corporation organized under this chapter until a total of at least three (3) national banks, territorial banks, savings banks, industrial savings banks, federal savings and loan associations, domestic building and loan associations, or insurance companies authorized to do business within the United States Virgin Islands, or any combination thereof, have agreed in writing to become members of said corporation; and said written agreement shall be filed with the Lieutenant Governor with the articles of incorporation and the filing of same shall be a condition precedent to the approval of the articles of incorporation by the Lieutenant Governor. Whenever the articles of incorporation shall have been filed in the office of the Lieutenant Governor and approved by him, and all filing fees and taxes prescribed by law, have been paid, the subscribers, their successors and assigns shall constitute a corporation, and said corporation shall then be authorized to commence business, and stock thereof, to the extent herein or hereafter duly authorized, may from time to time be issued.
