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How to Incorporate Company in Samoa?

Incorporate Company in Samoa

Samoa International Company is also referred to as an International Business Company is incorporated under the International Companies Act 1987. An International Business company which is formed in Samoa has many benefits associated with other offshore Company formation jurisdictions which include the tax benefits, confidentiality of the investors and nondisclosure of the agreements. There are certainly other benefits such as administrative flexibility and stable political and economic environment. In this article, we will discuss how to incorporate the company in Samoa?

What are the Market Opportunities in Samoa?

The economy of Samoa is mainly engaged in agricultural exports, development aid and private remittances from overseas. Observers see a sense of flexibility of the labor market as a basic strength for future economic advances. Trade and investment between Samoa and New Zealand have a potential to rake in billions in the local economy. Since it is exempted from taxes, Investors find it an attractive option. Samoan Corporations are regulated by the International Companies Act. This act allows the corporate a sense of flexibility along with the modern business legal system in comparison to other offshore jurisdictions. Samoan legal system is based on English law, which makes it adaptable and friendly.

What type of Companies can be Incorporated in Samoa?

There are many types of companies in Samoa such as:

  • Company limited by shares: A Limited Liability Company is under the act, is a one limited by shares. The debts, obligations, and liabilities of a limited liability company are solely those of the limited liability company. They are interrelating to the manager or members of the company. Also, the limitation of the shareholders is restricted to the number of shares held by them.
  • Company limited by Guarantee: A company limited by guarantee does not usually have a share capital or shareholders but instead has members who act as guarantors.
  • Limited life Company: These companies are the one gaining popularity in offshore A Limited life company allows its dissolution on the occurrence of specified events and has the nature of a partnership under US tax law. It is often used for private fund management or investment purposes.
  • Hybrid Company: The term “Hybrid Company” is a type of company whose responsibility is limited by its members’ guarantees and the amount of contributed capital. There are two types of members in a hybrid company: Shareholders and Warrantors.
  • Segregated fund international company: A Segregated Fund international Company of Samoa is an equity mutual fund company. It invests in public equity markets across the globe excluding North
  • Creditor controlled Company: As the name suggests it is a type of company which is controlled by the creditors of the company. This type of Samoan company is specific to certain sectors.
  • Limited liability partnership: A limited liability partnership(LLP) is a type of partnership in which some or all partners (depending on the jurisdiction) have limited liabilities. It, therefore, exhibits elements of partnerships and corporation.

What is the Taxation Aspect in Samoa?

The international companies in Samoa are entitled to conduct business outside the country as well. Although there may be restrictions in certain sectors for IC’s such as trade or real estate. Income accrued offshore by an International company is not taxed that is it is tax exempted. International companies in Samoa are often used as holding companies for investment holding, asset protection and also for international trade. Dividends paid are received by an International company are not subject to taxation. Capital gains are also not taxable. A capital gain tax is levied on the profits that the corporation or natural person realizes when the person sells a capital asset at a rate higher than the purchase price. The VAT rate in Samoa is 15% and there is no wealth tax charged. Also, there is no inheritance tax in Samoa.

What are the Advantages of Samoa Company?

The company incorporated in Samoa serves a lot of advantages such as:

  • Privacy: there is a high level of Privacy that is provided to the Corporations there is no requirement of disclosure of officer or Director Names on the formation documents. Thus it provides an extra level of privacy.
  • Investor friendly: corporations of Samoa are investor friendly and are above all other states as considered to other business structures. In the case of venture funding or going public, Delaware serves as a smart option.
  • Tax Benefits: Samoa is a no tax Country which has business-friendly tax laws. Businesses formed in Samoa conduct business there do not pay taxes in corporate income tax.
  • Asset Security: there is a sense of asset security in Samoan companies.
  • It has ease of operations: the operations to be conducted before and after the incorporation process is quite smooth and flexible
  • Flexible post incorporation facilities
  • No requirement of filing of annual return or audit or financial statements.
  • Apart from this, only one director or shareholder is required for the incorporation of a company in Samoa.
  • Minimum issued share capital is either one share or no par value or one share par value.

What is the Incorporation Process and what are the Documents required?

For incorporation of a Samoan International Company, an application is made to the Registrar of International and Foreign Companies through the licensed company. A set of Memorandum of Association along with Articles of Association needs to be submitted with the requisite registration fees.  The prospective customers need to provide the following documents:

  • Passport copies of beneficial owner(s) and Director(s)
  • Bank reference letter certifying beneficial owner(s) have good standing
  • Contact information with the physical address. Bottom of Form

Mandatory Requirements

The table below depicts the requirements of a Samoa International company:

S.No Characteristics Samoa Company
1 Type of entity International Company (IC)
2 Type of law English Common Law
3 Registered office Yes
4 Time is taken for the establishment of new Company 1-3 Days
5 Minimum Government fees USD $ 300
6 Corporate taxation No
7 Minimum paid-up USD  $ 1
8 Usual Authorized capital USD $ 10,00,000
9 Bearer shares allowed Yes
10 Minimum number of Directors One
11 Local Directors Mandatory No
12 Location of meetings of directors Anywhere
13 Minimum number of Shareholders One
14 Public records accessible No
15 Company Secretary Appointment Yes, Mandatory
16 Accounts required to be made Yes
17 Audit Requirements No
18 The requirement to file accounts No
19 Publically accessible accounts No
20 The requirement to file Annual Return No
21 Migration of Domicile permitted Yes


An International company in Samoa is considered to be a modern, purpose-built dedicated and cost-effective process. The advantages of incorporation are extensive because of the tax exemption, low cost, simplicity of ongoing maintenance has a positive impact on transaction costs, can be sound grounds for structuring through its flexibility of laws. The most important factor in regard to this is the financial considerations which are quite pertinent than before. With this point of view, the companies are turning and opting for the new ways of conducting business in order to come up to this competitive atmosphere. The Government of Samoa has an active economic policy which encourages the international business to invest. It also possesses good geographical location, political and social stability and various business incentives which attract the investors to invest offshore in Samoa.

Also Read: Procedure of Foreign Company Registration in India

Narendra Kumar

Experienced Finance and Legal Professional with 12+ Years of Experience in Legal, Finance, Fintech, Blockchain, and Revenue Management.

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