Q:
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Is there any restriction on the registration of company name for a Samoa International Company (“IC”) ?
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A:
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The name of Samoa IC must not be identical or similar with the name of any IC in Samoa. The name must be ended with the word “Corporation”, “Incorporated”, “Limited”, “Berhad”, “Gesellschaftmitbeschrankter Haftung”, “Public Limited Company”, “Societe Anonyme”, “Sociedad Anonima”, “Naamloze Vennootschap”, “Besloten Vennootschap” or “Aktiengesellschaft” or the abbreviation “Corp”, “Inc”, “Ltd”, “Bhd”, “GmbH”, “P.L.C.”, “S.A.”, “N.V.”, “B.V.” or “A.G.”.
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Q:
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Is there any restriction on business activities for a Samoa IC?
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A:
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The Samoa IC can be incorporated to carry on any lawful business but it shall not carry on the businesses of banking, insurance or acting as a trustee company unless it is licensed or otherwise permitted so to do under the laws currently in force in Samoa.
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Q:
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Can the Samoa IC have the business within Samoa?
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A:
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The Samoa IC is prohibited from investing in a domestic company and carrying on business with Samoa residents or domestic companies.
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Q:
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Is there any requirement on the minimum amount of registered capital of a Samoa IC?
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A:
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There is no minimum capital requirement of Samoa IC and shares may have a par value, no-par value or a combination of both. The capital can expressed in the currencies of any country other than Samoa.
In general, the standard authorized capital of Samoa IC is US$1,000,000 divided into 1,000,000 shares at US$1.00 each.
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Q:
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Can Samoa IC have only one shareholder? Can a corporation being a shareholder? Any restriction on shareholder’s nationality?
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A:
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The Samoa IC shall have at latest one shareholder who can be an individual or a corporation with no restriction on nationality or place of registration. Samoa residents or domestic companies are prohibiting become the shareholder of Samoa IC.
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Q:
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Can Samoa IC have only one director? Is it allowed to appoint a corporation being the director? Any restriction on director’s nationality?
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A:
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The Samoa IC shall have at latest one director, can be an individual or a corporation with no restriction on nationality or place of registration. Samoa residents or domestic companies are prohibiting become the directors of Samoa IC.
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Q:
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Can the registered office of Samoa IC be situated outside Samoa?
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A:
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The Samoa IC shall have its registered office in Samoa at all the time. A notice of the situation of the registered office shall be given in the prescribed form to the Registrar at the time of incorporation of the company. If the registered office has been changed, the company must inform the Registrar within 14 days after the such change.
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Q:
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What documents should be submitted for incorporating a Samoa IC?
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A:
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In general, to incorporate a Samoa IC, the following documents and information must be provided to the registered agent for due diligence purpose:
1.
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Details of the proposed business activities;
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2.
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Source of fund of the proposed company;
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3.
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Source of wealth of the shareholders and beneficial owners;
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4.
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Certified true copy of passport of each director, shareholder, beneficial owner and secretary;
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5.
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Certified true copy of residential address proof of each director, shareholder, beneficial owner and secretary.
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The said documents must be certified by a staff of Kaizen or by a CPA, lawyer or attesting officer.
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Q:
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When can I get the Certificate of Incorporation for Samoa IC after submitting the application?
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A:
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In general, it takes 5 to 7 working-days to obtain the Certificate of Incorporation after submitting the application.
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Q:
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Is it mandatory for the Samoa IC to have the bank account in Samoa?
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A:
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It is not a must for Samoa IC to open a bank account in Samoa for operation.
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