Benefits of Making Business in Montserrat | Buy & Sell Business

1. BENEFITS OF MAKING BUSINESS IN MONTSERRAT WWW.MERGERSCORP.COM

2. At MergersCorp M&A International we help our clients confidentially buy and sell privately held businesses, aligning the interests of all parties for mutual success and satisfaction. It is our goal to make the process of either buying a new business or selling your current business as smooth and efficient as possible. We know how important confidentiality is to our sellers and we treat it with the utmost importance. WWW.MERGERSCORP.COM

3. BENEFITS OF MAKING BUSINESS IN MONTSERRAT WWW.MERGERSCORP.COM

4. Country Overview Montserrat is a mountainous Caribbean island, part of the Lesser Antilles chain and a British Overseas Territory. Its Soufrière Hills volcano erupted in the 1990s, causing significant damage to the south of the island and leading to the creation of an exclusion zone. The north of the island is largely unaffected, and has black-sand beaches, coral reefs, cliffs and shoreline caves. Montserrat is located about 27 miles (43 km) southwest of Antigua and about 30 miles (50 km) northwest of Guadeloupe.

5. Executive Summary Montserrat, island and overseas territory of the United Kingdom. The pear-shaped island, part of the Lesser Antilles chain, is known as the “Emerald Isle of the Caribbean,” Plymouth, on the southwestern coast, was the capital and only port of entry until 1997, when volcanic eruptions destroyed much of the town and the island’s most-spectacular vegetation. Government activities were subsequently relocated to Brades Estate and neighbouring areas, in the northwestern part of the island. The de facto capital is thus in and around Brades. Sighted and named by Christopher Columbus in 1493, Montserrat is a rich admixture of African, North American, and European influences.

6. Introduction – Doing business in Montserrat The legal and economic framework of Montserrat in place is very attractive for foreign investment. The framework is built on sound investment policy. Incentives offered include tax holidays, duty- free imports and the right to repatriate investment and profits. Investors wishing to own land in Montserrat are required to obtain the requisite landholding license. The process and cost involved rank among the most favourable in the Eastern Caribbean. The main business activities at present include commercial, corporate, real estate conveyance, banking, finance, insurance, employment and construction ventures.

7. Conducting business in Montserrat For Sole Traders and Partnerships registering in Montserrat, every business must register under the Registration of Business Names Act. • Complete a registration form from the High Court Registry Office • A photocopy of the proprietors valid ID should be accompanied with the registration form. • A name search will be conducted in the Businesses Name Index to ensure that the name put forth does not already exist. • A registration fee of EC$25 is required A certificate of registration will be received within 3 working days from the High Court Registry.

8. Taxation in Montserrat are entitled to a personal allowance of ECD15,000 (US$5,556). Rental Income : Nonresidents earning rental income in Montserrat are taxed at a flat rate of 10%. Capital Gains : Capital gains from the selling real property are not taxed in Montserrat. Property Tax : Property taxes are levied on the annual market value of the land and the annual market value of the building structure as determined by the valuation officer. Income Tax : Nonresidents are generally taxed at flat rate of 10%. Taxpayers

9. Trade Montserrat is the 214th largest export economy in the world. In 2017, Montserrat exported $8.92M and imported $14.3M, resulting in a negative trade balance of $5.42M. The top exports of Montserrat are Recreational Boats ($5.23M), Sand ($743k), Computers ($625k), Medical Instruments ($460k) and Cutting Blades ($201k), using the 1992 revision of the HS (Harmonized System) classification. Its top imports are Refined Petroleum ($1.44M), Cars($1.22M), Scrap Iron ($916k), Broadcasting Equipment ($677k) and Citrus ($527k).

10. Banking in Montserrat There are two banks in Montserrat – one is its national bank, Bank of Montserrat. The other is a branch of the Royal Bank of Canada, a globally established bank. As there are few businesses on Montserrat that accept credit cards, you will need the services of a bank to exchange currency or to withdraw money using your credit or debit card. Currencies that can be exchanged are Pound Sterling, the US Dollar, the Canadian Dollar, and the Barbados Dollar. The EC Dollar is the official currency of Montserrat.

11. Our M&A Process NEGOTIATION & CLOSE POST MERGER INTEGRATION (PMI) INTEGRATION (PMI) POST MERGER TARGET APPRAISAL APPROACH DUE DILIGENCE Key Areas  Target & market analysis;  Initial assessment of synergies & value drivers;  Indicative valuation;  Go or No-Go decision;  Preparation of transaction documents (NDA – Non- disclosure Agreement/LOI- Letter of Intent);  Select Transaction team;  Appoint advisors;  Consider funding ability.  Initial approach letter;  Signing of NDA;  Prepare & share initial information requests;  Formulation of LOI (Letter of Intent) & possible negotiations;  Initial meeting and Q&A;  Circulate information on the Target to the Transaction team.  Set scope of due diligence;  Set up VDR (virtual data room);  Coordinating of due diligence, further meetings and Q&A sessions;  Consider points relevant to the Post-Merger (PMI) phase;  Revisit indicative valuation & prepare detailed valuation based on due diligence findings;  SPA negotiations with the seller;  Development of final structure (share/asset deal) and final valuation;  Approvals;  Signing of SPA & Close.  Consider the extent of integration;  Development of 100 Day PMI Plan;  Consider short & long term objectives;  Estimate requirements to capture synergies;  Determine resource needs & optimal allocation. Parties Involved  CFO;  Head of M&A;  Accountants;  Corporate finance advisors;  Consultants.  Senior management;  CEO, CFO, CTO;  Strategy director;  Head of M&A;  Head of Business Development;  Consultants.  Company general counsel;  Lawyers;  Senior management.  Company general counsel;  Lawyers;  Senior management/HR. 11 © Midaxo 2018 www.midaxo.com

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13. MergersCorp.com The information contained herein is of a general nature and is not intended to address the circumstances of any particular individual or entity. Although we endeavor to provide accurate and timely information, there can be no guarantee that such information is accurate as of the date it is received or that it will continue to be accurate in the future. No one should act on such information without appropriate professional advice after a thorough examination of the particular situation. Member firms of the MergersCorp network of independent firms are affiliated with MergersCorp International. MergersCorp International provides no client services. No member firm has any authority to obligate or bind MergersCorp International or any other member firm vis-à-vis third parties, nor does MergersCorp International have any such authority to obligate or bind any member firm. Copyright © 2020 MergersCorp International. All rights reserved. 13 © Midaxo 2018 www.midaxo.com