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Samoa

Introduction

Samoa, independent since 1962, situated in the South Pacific Ocean east of the International Date Line, is composed of 9 islands, the Independent State of Samoa, commonly known as Samoa, is made up of two main islands, Savai'i and Upolu, and seven smaller isles. Samoa’s administrative and commercial centre is situated in Apia, its capital city. A member of the Commonwealth of Nations, Samoa is a politically stable unitary parliamentary democracy

Population:

Population in Samoa is approximately 200,000 people. About three-quarters of the population live on the main island of Upolu. 92.6% of the population are Samoans, 7% Euronesians (people of mixed European and Polynesian ancestry) and 0.4% are Europeans, per the CIA World Factbook. Only the Māori of New Zealand outnumber Samoans among Polynesian groups.

Language:

Whose basic local language is English.

Political Structure

Samoa is a democracy, with a unicameral legislature, the Fono; a Prime Minister who selects the cabinet; and a head of state, similar to a constitutional monarch. Under the constitution, the head of state is elected by the Fono for five years. However, by a special arrangement decided on in 1962 when the constitution came into force, Malietoa Tanumafili II (who died in 2007) and one other senior chief (who died in 1963) were to hold the office for life.

The Prime Minister, who must be a member of the Fono and be supported by a majority of its members, is appointed by the head of state. The Prime Minister chooses 12 members to form the cabinet, which has charge of executive government. The head of state must give their assent to new legislation before it becomes law.

The Fono has 49 members, 47 elected in 41 constituencies by universal adult suffrage, to be contested only by matai title holders (chiefs of aiga, or extended families, of whom there are around 25,000), and two elected from separate electoral rolls comprising those of foreign descent. The Fono sits for five-year terms.

Economy

Samoa’s economic freedom score is 61.5, making its economy the 90th freest in the 2018 Index. Its overall score has increased by 3.1 points, with improvements in judicial effectiveness and fiscal health far outpacing modest declines in scores for the tax burden and trade freedom indicators.

Currency:

Samoan Tala ($)

Exchange Control:

Exchange Control covers the regulation of foreign exchange transactions between Samoa and the rest of the world, including the buying and selling of foreign currency in Samoa. These regulations assist the Central Bank of Samoa to monitor capital inflows and control capital outflows

Financial services industry:

The financial services sector in Samoa is comprised of a variety of financial services providers; however, they offer a limited range of services that are concentrated in urban areas. The banking industry comprises of four commercial banks (two locally incorporated foreign companies, and two local companies). However, the Public Financial Institutions (PFIs) dominate the domestic credit market, where Samoa National Provident Fund (SNPF) holds 22.6% of the market share. The Development Bank of Samoa (DBS) is another large player in the domestic credit market, holding 10.3% of the market share (Dec. 2014). DBS also runs a microfinance and an SME finance scheme, but the operations are marred by high delinquency.

Corporate Law/Act

The principal offshore legislation in Samoa is: International Companies Act of 1987, International Trusts Act of 1987, The Offshore Banking Act of 1987, The International Insurance Act of 1988 as amended. International Companies ('IC's') are companies incorporated in Samoa under the International Companies Act of 1987, but whose business is to be conducted outside Samoa, and which may not do business with any person resident in Samoa.

Type of Company/Corporation:

One IBC Limited provide Incorporation service in Samoa with the type International Company (IC)

Business Restriction:

An International Company cannot trade with Samoans or own local real estate. An International Company cannot undertake the business of banking, insurance, assurance, reinsurance, fund management, the management of collective investment schemes, trust management, trusteeship or any other activity that may suggest an association with the bank or insurance industries without obtaining the appropriate license. A company incorporated in Samoa has the same powers as a natural person.

Company Name Restriction:

Samoa companies' names must end with one of the following words, or their relevant abbreviations - Limited, Corporation, Incorporated, Societe Anonyme, Sociedad Anonima, etc. Names may be in any language as long as Roman characters are used and any standard corporate suffix is acceptable. The following words cannot be used in the name of a Samoa company: 'Trust', 'Bank', 'Insurance'. Furthermore, words such as 'Foundation', 'Charity' and others may be prohibited pursuant to the discretion of the Registry. Names denoting any connection to local, state or national Governments are generally prohibited.

The Registrar may request an English translation to satisfy themselves that the proposed name is not a restricted or licensable name. Chinese names are permitted and can be included on a company's Certificate of Incorporation.

Company Information privacy:

The Samoa incorporation documents do not carry the name or identity of the shareholder(s) or director(s). As such no names appear on the public record.

Incorporation Procedure

Just 4 simple steps are given to incorporate a Company in Samoa Islands:
  • Step 1: Select basic Resident/Founder nationality information and other additional services which you want (if any).
  • Step 2: Register or login and fill in the company names and director/ shareholder(s) and fill in billing address and special request (if any).
  • Step 3: Choose your payment method (We accept payment by Credit/Debit Card, PayPal or Wire Transfer).
  • Step 4: You will receive soft copies of necessary documents including: Certificate of Incorporation, Business Registration, Memorandum and Articles of Association, etc. Then, your new company in Samoa is ready to do business. You can bring the documents in company kit to open corporate bank account or we can help you with our long experience of Banking support service.
These documents required to incorporate company in Netherlands:
  • Passport of each shareholder/beneficial owner and director;
  • Proof of residential address of each director and shareholder (Must be in English or certified translation version);
  • The proposed company names;
  • The issued share capital and par value of shares.

Compliance

Share Capital:

There is no specific minimum capital requirement. The standard authorized share capital is US$ 1,000,000. The authorized share capital may be expressed in any currency. The minimum issued share capital is either one share of no par value or one share of par value. Samoa International Companies may issue registered shares, bearer shares, preference shares, and redeemable shares, shares with or without par value and shares with or without voting rights.

Share:

Bearer shares, preference shares, shares with par value or no par value, shares with voting or no voting rights, redeemable shares, and discounted shares are all permitted.

Director:

Samoa requires a minimum of one director and corporate directors are permitted. The names of directors do not appear on the public file. There is no requirement to have resident directors.

Shareholder:

A minimum of one shareholder is required which may be an individual or a corporate body. The details of company beneficial owners and shareholders are not part of the public records.

Beneficial Owner:

The Samoa incorporation documents do not carry the name or identity of the shareholder(s) or director(s). As such no names appear on the public record.

Taxation:

No income tax or other duties or any other direct or indirect tax or stamp duty is payable on the transactions or profits of, nor on the dividends and interest paid by or to, any trust, international or limited partnership, international or foreign company registered or licensed under the various Offshore Finance Centre Acts. Similarly the shareholders, members, beneficiaries, partners or other beneficial owners of such entities are exempt from taxation in Samoa. No tax treaties have been entered into with any countries.

Financial Statement:

Financial statements, accounts or records must be kept for a Samoa Company

  • No requirement to file financial statements, accounts or records with the Samoa authorities
  • Company registers must be kept in the Registered Office
  • No requirement to file an Annual Return

Registered Office And Local Agent/Secretary:

All companies must have a Registered Office and a Resident Agent in Samoa who must be a licensed trust company. There are requirements for Samoan companies to prepare Registers of Directors, Secretaries and Members and for these to be kept at the Registered Office. Samoa companies must appoint a company secretary who may be a natural person or a body corporate. The company secretary can be of any nationality and need not be resident in Samoa.

Double Taxation Agreements:

A Double Tax agreement was signed by Prime Minister Tuilaepa Sailele Malielegaoi and New Zealand’s Prime Minister Toosavili John Key on Wednesday 8th July, in Apia.

As the first agreement of its kind for Samoa, and with Samoa’s Prime Minister acknowledging that Samoa’s experience in negotiating double taxation agreements is not as comprehensive as New Zealand’s, the leader of Samoa’s Government shared his appreciation for New Zealand’s efforts to reach a mutually beneficial agreement.

License

Payment, Company return date Date:

Income tax returns for all taxpayers including partnerships or trustees of trusts must submit the income tax return within 3 months after the end of the tax year. The tax year is the calendar year from 1st January to 31st December. Where a financial year is other than 31st December the Commissioner’s approval must be obtained for a substituted tax year prior to lodging the income tax return.

Title Due Date
Business Licence 31/01/2018
P6 15/02/2018
Provisional Tax - March 31/03/2018
Income Tax 31/03/2018
Provisional Tax - July 31/07/2018
Provisional Tax - October 31/10/2018
PAYE Forms 15th Every Month
VAGST Forms 21st Every Month

Penalty

Late filing penalty: If a tax return required to be filed by a person under a tax law remains unfiled at the expiration of one month after the due date for filing the return, the person is liable: for a company, to a penalty of $300; or for any other case, to a penalty of $100. A person who fails to file or lodge any document, other than a tax return, as required under a tax law is liable to a penalty of $10 for each day or part of the day up to a maximum of $500 for failing to file or lodge the document. For the purposes of subsection , a person ceases to be in default when the document is received by the Commissioner.

Late payment penalty: If any tax payable by a taxpayer remains unpaid at the expiration of one month after the due date or, if the Commissioner has extended the due date under section 31, the extended due date, the taxpayer is liable for a late payment penalty equal to 10% of the amount of unpaid tax. A penalty paid by a taxpayer under this section is to be dealt with under section 66 to the extent that the tax to which the penalty relates is found not to have been payable. In this section, “tax” does not include penalty

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