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Samoa company registration

Samoa Background

New low fees for re-domiciliation.
Ever-growing professional and commercial infrastructure.
Chinese characters allowed in company names.

Samoa Introduction

Samoa, which changed its name from Western Samoa in July 1997, is a group of 9 islands situated in the South Pacific, east of the International Date Line. At various stages, it has been administered by Britain, Germany and New Zealand. Samoa, where English is the language of government and commerce, became independent in 1962 and retains a parliamentary form of government. Since independence, it has developed into a politically stable nation.
Law and Taxation

Samoa's offshore corporate legislation was originally introduced in the late 1980's and was based on Cook Islands legislation but now includes numerous enhancements, making it more user-friendly to suit the requirements of the Asian market. Of particular note are the following:

(1) Chinese character names (and other foreign languages) are permitted, in addition to English names on the Certificates of Incorporation, in a properly supervised manner;

(2) Documents may be filed in any language with an English translation and declaration of true translation. We have developed a Chinese language M&A to make Samoan companies even more appealing to Chinese language jurisdictions;

(3) Companies may pay their licence fees for 5, 10 or 20 years in advance and substantial discounts are offered to companies that have elected to take up this offer;

(4) In order to attract business from more expensive jurisdictions in difficult economic times, in August 1998 Samoa introduced new legislation enabling the easy migration of companies in a convenient and effective manner. The government fee for re-domiciliation is US$100. Samoa has also reduced the annual licence fees for these companies (no matter what the authorised capital is) and announced a special offer for re-domiciled companies at only US$100.

Provision has been made to allow the filing of documents and maintenance of accounts by electronic means.

Corporate Requirements

Chinese names are permitted and can be included on a company's Certificate of Incorporation.

All companies must have a minimum of one director, one shareholder and a secretary. Corporate directors are permitted. Bearer share certificates are also allowed and shall be held by the trustee company whose office provides the registered office for the company. All companies must have a Registered Office and a Resident Agent in Samoa which 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. The register of members or a copy of the register shall be maintained at the Registered Office within 1 month of the date of incorporation. The shareholders may waive the requirements for audited accounts. Any person who files an instrument or statement of charges with the Registrar shall lodge a copy of the filed instrument or statement with the Company Registered Office. If not, it shall be voided against a liquidator and any creditor of the company.

Local Infrastructure

The local infrastructure in Samoa is presently very sound and improving continually. A number of leading accounting firms have offices in Samoa and there are numerous legal practices. At present there are three retail banks in Samoa. Another important feature is the presence of a Chinese Embassy which is particularly helpful when legalising or apostilling documents required for transactions and business in Mainland China.


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