Samoa Company Formation


Samoa Company Formation

Samoa comprises of two big islands and seven small islands located at the South Pacific Ocean with location coordinates of 13 degree to the south and on the latitude 172 degree to the west. Apia is the federal capital and commercial apex of the Samoa with the area of 2944 sq. km and population of approximately 180,000 citizens. Although agriculture and financial services also contributes to the economy, but major contribution is made from the home remittances of foreign Samoans and development aid.

Samoa got independence in 1962 and was the first Polynesian country to get independence. The constitutional framework of Samoa has the reflection of Parliamentary system enacted in Britain with the flavour of traditional Samoan social values and democratic polling. Legislative Assembly of the Samoa has total 47 members, from which two seats are exclusively allocated for non-Samoan residents but they must be registered on Samoan voters roll and the rest of 45 seats are for the matai title holders, which are basically the heads of extended families. Samoa holds elections after consecutive three years.

Financial services were commenced in the country in the year 1987, with the introduction of Samoa International Trust Act and Samoa International Companies Act. As per the Trustee Companies Act of 1987, companies which are involved in the management or business formation activities of the companies and trusts are eligible to apply for and to get the license. Legislation of Samoa extensively covers the partnership, insurance and banking sector. An Anti-Money Laundering act was enacted in the country in year 2000.

Samoa International Companies Act may incorporate the companies engaged in the trading and investment business, but they shall be called Samoa-exempt companies. This means that they will neither be able to own any property nor eligible to have trading rights in Samoa. However, such companies shall bear the rights and powers like an ordinary person. Generally, there is no prohibition on the nationality of the director and secretary. No formal requirement to reveal the identity of beneficial owner of the company’s shares.

Incorporation Requirements

Following are requirements for company incorporation in Samoa:

Directors

  • There is a requirement of minimum one director and it’s not necessary for the directors to be resident or nationals of Samoa.
  • It is allowed to appoint corporate directors.
  • No need for director’s meeting.
  • Requirement to maintain public director’s register.

Secretaries

  • There is requirement of minimum of one secretary and it’s not necessary for the secretaries to be resident or nationals of Samoa.
  • It is allowed to appoint corporate secretaries.
  • No professional qualification requirement for the secretary.

Shareholders

  • There is a requirement of minimum one shareholder.
  • It is allowed to appoint corporate shareholders.
  • Requirement to maintain public shares register.
  • Par values of shares are not permitted.
  • Share capital is authorised to be of 1000 shares with the value of each share of USD 1.
  • Shareholders are not allowed to retain or possess bearer shares.

Incorporation Fee

Kindly have a look at the section of fee schedule for description of incorporation fee. However here is the summary of the fees structure:

  • Fees of government.
  • Fees of local secretary.
  • Fees of local agency.
  • Fees of registered office.
  • Fees of our service.

Once your company incorporates, you will get; certificate of incorporation along with M & A five copies, and original formation documents and minutes.

Incorporation Time

It takes 1 to 2 weeks for company incorporation in Samoa.

Offshore Bank Account

For the updated details on the facility of offshore bank account, please refer to the section of fee schedule.

Miscellaneous

  • Company should have registered agent.
  • If all shareholders or some are nominee, then there is no need to declare shares ultimate beneficial ownership to authorities.
  • Annual returns of the company must be demonstrated.