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Vanuatu

Updated time: Jan 18, 2016 , 11:33 (UTC+08:00)

Vanuatu

GENERAL INFORMATION

Vanuatu comprises a chain of approximately 80 islands situated some 2,250 km north-east of Sydney, Australia and 800 km west of Fiji. The country lies between the latitudes of 13° and 21° and climate varies between tropical in the north to sub-tropical in the south. The total land area is approximately 12,190 sq km. The capital is Port Vila situated on the Island of Efate.

Population

Approximately 218,000.

Language

The official languages are English, French and Bislama (pidgin). (The language of the finance centre is predominantly English).

Currency

The Vatu. (Vt).

Exchange Control

There are no exchange controls in Vanuatu. All major currencies can be deposited in Vanuatu and may be repatriated in the same currency or converted freely to most other currencies.

Principal Corporate Legislation

The Companies Act (Cap 191), the International Companies Act (1993) and the Banking, Insurance, Stamp Duties and Trust Companies Acts form the statutory framework for the operation of the financial centre. The International Companies Act imposes a solvency test on ICs - directors are responsible for ensuring that the IC is able to meet its liabilities, and can be personally liable for any shortfall. This framework is administered by the Financial Services Commissioner and adjudicated upon by the Supreme Court of Vanuatu.

VANUATU COMPANY INFORMATION

Type of company for international Trade and Investment

Exempt Company incorporated under the Companies Act (Cap 191) or the International Company "IC" incorporated under the International Companies Act 1992 (No. 32).

The International Company provides for greater flexibility and minimal compliance

Procedure to Incorporate

To register, the company must file with the Financial Services Commission a copy of its constitution, which contains the company's name, its purposes (which can be general), the registered office address and name of the agent (which must both be in Vanuatu), and whether it is limited by shares or guarantee. (Two copies of the Certificate of Incorporation are issued by the Vanuatu Financial Services Commission).

Restrictions on Trading

An International or Exempt Company may not trade within Vanuatu or own real estate there. An International Company may not undertake the business of banking, insurance, assurance, reinsurance, fund management, the management of collective investment schemes or the rendering of investment advice, or any other activity that would suggest an association with banking or insurance industries.

Powers of Company

The powers (objects clauses) of an exempt company are contained in the Memorandum of Association, but are normally drafted to provide for general powers. An International Company has all the powers of a natural person and therefore can enter in to any lawful activity except as restricted by the International Companies Act.

Language of Legislation and Corporate Documents

English. Foreign translations of corporate documents can be obtained for a fee.

Registered Office Required

Yes, must be maintained in Vanuatu.

Time to Incorporate

Two days.

Name Restrictions

Restrictions apply to identical names or names suggesting a connection with a government of another country or a public or international organisation or a municipal authority. Other names may be disallowed on policy grounds, as may those that are considered generally undesirable or obscene.

Language of Name

An International Company name can be in any language and use that language's characters or alphabet e.g. Chinese, Japanese, Russian and Arabic.

Names Requiring Consent or a Licence

Bank, buildings society, insurance, assurance, reinsurance, fund management, investment fund, trust, trustees, finance or their foreign language equivalents.

Suffixes to Denote Limited Liability

An International Company may utilise a broad range of internationally accepted abbreviated words as suffixes to denote their limited liability.

VANUATU COMPLIANCE

Authorised and Issued Share Capital

Most International Companies do not have an authorised capital as it is not required and the concept does not exist in the Act. International Companies may have their capital expressed in any currency.

Classes of Shares Permitted

Registered shares, preference shares, redeemable shares and voting or non-voting shares.

Taxation

Domestic taxation is not payable on the net chargeable profits of International Companies.

Double Taxation Agreements

None.

Annual Fees

An International Company have to pays of Annual Government fee at 30 June every year.

Financial Statements

There is no requirement for an International Company to file accounts, required to keep accounts to present a true and fair view of the financial position of the company.

Directors

The minimum number of directors required is one.

The directors may be natural persons or bodies corporate, may be of any nationality and need not be resident in Vanuatu. However, Exempt Companies must have at least one resident director.

Company Secretary

An International Company need appoint a company secretary, although it is customary to do so to facilitate signing requirements.

Shareholders

The minimum number of shareholders of an International Company is oneOur service

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