VANUATU COMPANIES
Company Formation Services
– Vanuatu and Worldwide –
Unlock the Benefits of Incorporating in Vanuatu: Discover the Competitive Advantages of a Vanuatu Company
Professional Advice
Strategic Corporate Services Ltd is one of Vanuatu’s leading independent private advisory firms.
We establish Vanuatu companies for our clients and partners from all-around the world, providing full incorporation and administration services for all types of corporate structures, trusts, and foundations, as well as for limited and general partnerships. Our services can also include assisting with corporate secretarial services, and where required, Directors and nominee shareholders.
Why have a Vanuatu Company
Vanuatu companies offer cost-effectiveness and ease of establishment compared to similar jurisdictions like Guernsey and Bermuda. With a legal system based on British law, Vanuatu provides a favourable corporate environment aligned with OECD rules, yet maintaining a high-level of discretion.
Moreover, Vanuatu imposes no taxes on profits, income, dividends, or capital gains, and has relaxed accounting requirements for most forms of International companies, making Vanuatu and ideal jurisdiction to incorporate your next venture.
VANUATU COMPANIES AT A GLANCE
INTERNATIONAL
An International Company (IC), as defined by the International Companies Act, is a corporation registered in Vanuatu but operating outside the country. It’s ideal for creating a standalone legal entity for business, trading, or holding shares. With no exchange controls or taxes on income, profits, or capital gains for 20 years, ICs offer benefits like nominee ownership and quick registration. Perfect for operating across multiple jurisdictions seamlessly.
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LOCAL
A company incorporated under the Companies Act is a local company, allowing business to be conducted within and outside Vanuatu. It is also the appropriate vehicle for holding local real estate, offering public shares, obtaining financial licenses, or seeking public funds. No direct company income taxes apply, but VAT will. While public disclosure may occur, nominee entities are allowed. Incorporation typically takes 3 to 5 working days.
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CLG’s
Companies limited by guarantee (CLG) do not have shareholders, but rather members. GLG’s are managed for the express purpose of their members who hold no equitable interest of value. While CLG’s can engage in enterprise they are particularly suitable for asset protection and philanthropical pursuits of families and high-net-worth persons, and various non-profit activities. There are no dividends, but members may receive discretionary distributions.
CELL COMPANIES
Vanuatu’s Cell company laws rival those of Guernsey and Bermuda but are more cost-effective and less burdensome. There are two types: ‘Incorporated Cell’ (ICC) and ‘Protected Cell’ (PCC). These cater to various needs like multi-class investment funds, structured finance, and specialised insurance vehicles, including captive insurance, all under one corporation. Depending on the purpose, Cell companies can be incorporated within several days.
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RENT a COMPANY
Rent-a-Company allows using an existing ‘International’ entity, saving time and costs. Ideal for short projects, it offers a corporate image without liability risks. Each rental can include a bank account, email, and URL for seamless transactions, and monies can be remitted directly to you, including in Crypto. Additional services like administration and bookkeeping are available. Ideal for digital nomads and online businesses. Not suitable for ‘financial services’ firms.
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INSURANCE
Vanuatu is widely acknowledged as an offshore insurance hub, hosting numerous special purpose insurance companies, including captives with global operations, and captive managers. Its modern insurance legislation is less restrictive and burdensome compared to many other jurisdictions. Typically established under the International Companies Act, often as a PCC or ICC, licensing is straightforward, with appealing minimum solvency requirements.
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PARTNERSHIPS
Vanuatu’s ‘Partnership’ and ‘Offshore Partnership’ Acts, include General and Limited partnerships. Characteristically, limited partners have liability protection, but limited decision-making power compared to general partners. Limited partnerships (max’ 20 partners) must be duly registered. Partners can be offshore and/or nominee companies, ensuring discretion. We’ll help establish the appropriate partnership specie for your specific purposes.
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TRUSTS
Vanuatu’s trust law, based on British law, allows trusts in just about all forms, including discretionary, blind, and hybrid. Our firm specialises in crafting bespoke trust arrangements tailored with high specificity to avoid any misinterpretation of the trust’s intentions. We have extensive experience in handling complex trusts for familial succession plans of high-net-worth persons. Vanuatu does not require trusts to be registered, ensuring complete discretion.
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Vanuatu company registration is quick, secure and very affordable. We can easily establish a turn-key ready company, adapted and customised for your exclusive requirements, whether for international ventures or to set up business in Vanuatu
Company Registration Process
To incorporate a new company, we follow these procedural steps:
For New clients: Precedent to acting for any new client, we typically conduct an electronic face-to-face meeting, often via Skype or a similar platform. This allows us to assess the scope and complexity of the intended company’s purpose and proposed structure, ensuring compliance with its objectives, and meeting our Know Your Customer (KYC) obligations.
– Our commitment to due diligence and building a strong client relationship from the outset is key.
Company Name Approval: Once we confirm your preferred company name is available, we will reserve it for official approval by the Registrar of Companies. Notably, separate business names can be also be registered.
– Restrictions apply when choosing a company name. Terms such as ‘insurance’ and ‘bank’ are reserved for duly licensed companies operating in those sectors and cannot be used without proper authorisation. Additionally, company names should not start with ‘Vanuatu’. We will ensure that your chosen name complies with these regulations during the company registration process.
Preparation of Statutory Documents: We will draft the necessary statutory documents, including the company’s ‘Constitution’, being a mandatory requirement under Vanuatu companies’ law. The Constitution establishes the internal workings of the company and sets the framework for its operations within the legal and regulatory framework.
– Articles and Memorandums of Association are no longer required under Vanuatu law.
– Directors(s): Only one director is required for international companies, and can be of any nationality and residence, and can be a corporate entity.
Registered Office/Agent: We can provide a registered office address within Vanuatu, meeting legal requirements and appearing on public records.
– For companies operating in licensed sectors like financial services or gaming, which often mandate the presence of local staff, we provide assistance to meet these requirements and more.
Certificate of Incorporation: After lodging all documents correctly, the Registrar issues a Certificate of Incorporation. This document confirms your company’s registration, featuring its name, registration number, and incorporation date.
Company Incorporation: With all formalities completed, your company is officially incorporated based on your specifications. Registration documents are promptly couriered to you, marking your company’s readiness to commence operations.
– Secure Record-Keeping: Upon request, we will securely store relevant documents and records, ensuring their confidentiality and integrity. These documents will be transmitted or provided as directed by the authorised representative of the company, maintaining the highest standards of data security and privacy.
Company Secretarial Services: Our team is available to provide company secretarial advice and fulfil related duties on your behalf, ensuring compliance and smooth operations.
– Company domiciliation: A company incorporated in Vanuatu can relocate its registered address and legal jurisdiction to another country’s jurisdiction. This allows the company to maintain its property, rights, and obligations, including existing contracts. This continuity ensures that the company remains the same legal entity, albeit under a different jurisdiction, facilitating a smooth transition commonly referred to as “continuation” to another jurisdiction.
Global Affilations
While our services are primarily focused on corporate and investment opportunities in Vanuatu and the Asia Pacific regions, where personal relationships at the highest levels are key to success, we have long-standing collaborative affiliations with select professional services firms throughout the world.
Hence, we have the requisite knowledge and affiliations to create the most advantageous international financial structures for our clients, whether in a single location or across multiple jurisdictions.
Confidentiality & Discretion
There are entirely legitimate reasons for maintaining strict confidentiality when providing advice and establishing corporate and trust structures, particularly if the aim is to facilitate confidential investment and transactional services across international borders.
By ensuring such confidentiality across all facets of our clients’ financial affairs, we can significantly lessen the chances of unauthorised access to clients’ sensitive information, particularly from ‘hackers’, for example, who look to manipulate or ransom sensitive information, or even thieve financial assets.
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