Private company limited by shares
Country code – VU
Legal Basis – Common law
Legal framework – Companies Act
Company form – Private company limited by shares (Ltd)
Liability - The liability of a shareholder to the company is limited to any amount unpaid on a share held by the shareholder.
Business restrictions – Companies registered under the Companies Act have no restriction to trade with residents and lease real properties within the territory, but may require a license to provide financial services. Domestic entities incorporated as exempted may have restrictions to do business with residents.
Share capital – The smallest possible number of shares in a company is one. Any number of shares, however, can be issued for any price. There is no authorised capital, par values or partly paid shares.
Shareholders – The company may be formed by a minimum of 1 shareholder, who can be an individual or a corporation, and may be non-resident. Details of the shareholders are disclosed on a public file, except for exempted companies.
Directors – At least one resident director is required. Details of the directors are disclosed on a public file, except for exempted companies.
Secretary – The appointment of a secretary is required, who must be a resident in Vanuatu.
Registered Address – All companies incorporated in Vanuatu shall at all times have a registered office in Vanuatu.
General Meeting – Annual general meetings are mandatory, and must be held in Vanuatu.
Electronic Signature – Permitted.
Re-domiciliation – A foreign entity can continue as a Vanuatu company, and vice versa.
Compliance – Vanuatu companies must prepare annual accounts and must file them along with an annual return to the Financial Services Commission. Audited financial statements must be filled if the company annual turnover exceeds VUV 20m.
Domestic companies are subject to an annual government fee.
- Shareholders not disclosed
- Directors not disclosed
- Corporate shareholders permitted
- Corporate directors permitted
- Local director required
- Secretary required
- Local secretary required
- Annual general meetings required
- Redomiciliation permitted
- Electronic signature
- Annual return
- Audited accounts
- Audited accounts exemption
- Exchange controls
- Mixed (Customary, French civil and Common) Legal basis
- 1 Minimum shareholders
- 1 Minimum directors
- USD 1 Minimum issued capital
- - Minimum paid up capital
- USDAny Capital currency
- Local Location of annual general meeting
- 2018 AEOI
Vanuatu does not levy corporate and individual income taxes, no dividend distribution taxes, no capital gains taxes, no withholding taxes, no estate and inheritance taxes, and there are no foreign exchange controls.
The only applicable taxes are a value-added tax of 12.5%, stamp and custom duties, with certain exemptions in sectors such as Tourism, Manufacturing or processing and Mineral exploration.
- Offshore Income Tax Exemption
- Offshore capital gains tax exemption
- Offshore dividends tax exemption
- CFC Rules
- Thin Capitalisation Rules
- Patent Box
- Tax Incentives & Credits
- Property Tax
- Wealth tax
- Estate inheritance tax
- Transfer tax
- Capital duties
- 0% Offshore Income Tax Rate
- 0% Corporate Tax Rate
- 0% Capital Gains Tax Rate
- 0% Dividends Received
- 0% Dividends Withholding Tax Rate
- 0% Interests Withholding Tax Rate
- 0% Royalties Withholding Tax Rate
- 0 Losses carryback (years)
- 0 Losses carryforward (years)
- 120 Tax time (hours)
- 31 Tax payments per year
- 6% Social Security Employee
- 6% Social Security Employer
- 0% Personal Income Tax Rate
- 12.5% VAT Rate
- 14 Tax Treaties
The Republic of Vanuatu is a former English-French protectorate, made up by an archipelago of 83 islands of volcanic origin surrounded by coral reefs, covering more than 12,000 sq. km of the South Pacific Ocean. Located 1750 km from Australia, 500 km northeast of New Caledonia, west of Fiji and south of the Solomon Islands, near New Guinea.
The islands are inhabited by 267,000 inhabitants. Port Vila is the capital, the most populated city, and the economic and commercial center.
Port Vila is located in Efate Island (the third largest of the archipelago), which has the most important port and airport of the country.
Its official languages are Bislama, French, and English. Its official currency is the Vanuatu Vatu (VUV).
The government and politics of Vanuatu take place within the framework of a multi-party representative parliamentary democratic republic, in which the Prime Minister of Vanuatu is the head of government and the President of Vanuatu is the head of state.
The country is one of the most underdeveloped in the region, with a per capita income that barely reaches USD 3,000 annually and a very unequal distribution of wealth, with much of the population devoted to subsistence agriculture.
It has a fragile economy, with inherent economic difficulties, is remote and isolated, facing heavy transport costs, is prone to natural disasters and is heavily dependent on foreign investment, tourism and commodities price fluctuations.
Tourism is its largest sector, accounting for half of GDP. Agriculture and fisheries are the second largest, about a quarter of its economy. Its main exports are copra, coconut oil, kava, beef, timber, cocoa and coffee, and destined to Australia, New Zealand and Japan.
The Government plays an important role in the country’s economy. There are more than a dozen state-owned enterprises in such important economic areas as airports, banking, agriculture, and broadcasting.
Vanuatu has been an offshore financial center for more than 40 years. The sector contributes almost one-tenth of GDP. With well-developed banking and financial infrastructure, international financial institutions, professional lawyers, accountants and financial advisors, including multinational firms.
Tax treaties Map
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