On 7th April 2014 the legislative Assembly of Samoa enacted the Samoa International Companies Amendment Act 2014 (the “Amendment Act”) which amends the Samoa International Companies Act 1988.
Samoa is a group of 9 islands in the centre of the Southern Pacific Ocean and has been Independent Sovereign State since 1962. It was previously administered by Germany, New Zealand and Britain. Five of the islands are uninhabited. Official and business language is English, although the Samoan is widely spoken. Documents may be filed in any language but should go with a translation to English and a declaration of true translation. Other foreign languages are permitted to be included in the Certificates of Incorporation.
The official currency is Samoan tala, and there is no Foreign Exchange control. Total exemption from taxes is granted to International Companies incorporated under the International Companies Act. Annual return submissions and accounts filing is not required after the company formation.
In terms of asset protection Samoa is one of the strongest offshore structures in the world. It is possible to hold annual meetings anywhere in the world, and the names of members do not appear in public records. The most common type of incorporation is company limited by shares.
Features and Advantages
- Samoan International Companies have total exemption on taxes, according to the International Companies Act.
- No filing of accounts or submitting annual returns is required after the offshore has been incorporated
- The law protects the confidentiality of the beneficial owner and the offshore companies.
- International Company in Samoa must have at least on director, shareholder and secretary.
- The shareholders and directors can be represented by a natural or legal person.
- Samoan legislation also offers asset protection in a section of the Act, whereby a member can elect that his shares in the company can be automatically vested in a specific person on the occurrence of a specified event, such as foreign expropriation or court order.
- Its legislation also allows giving far reaching powers to an international company, it may acquire, hold, dispose or deal with the whole of any part of the undertaking of any other company association or business.
- Samoan statutory limitation for a creditor to petition the court for the reinstatement of a corporation previously struck off is only 2 years.
- There is Chinese Embassy in Samoa, easier to get documents authenticated for investors who plan to invest in China.
- The time of annual license fee payable to the Companies Registrar is regardless of its incorporation date. Annual license fee has to be settled with Companies Registrar by the end of November every year.
Type of Company
Time to Incorporate
1 working day
Disclosure of Director / Shareholder Information
Information of director and shareholder is not accessible publicly
At least 1 director who can be natural person or corporate body
At least 1 shareholder who can be natural person or corporate body
No audit requirement for accounts
Filing of Accounts
Required to prepare accounts (Accounts are not accessible publicly)
Filing of Annual Return
Minimum Paid Up Share Capital
Recommended Share Capital