Registration Process

– Vanuatu Companies –

Unlocking the potential of registering a Vanuatuan company is a streamlined process, albeit with nuanced complexities. Our expertise ensures meticulous attention to detail, crafting the precise legal structures to realise your objectives without risk.

Tailoring Corporate Structures

Important: Our firm does not routinely offer ‘off-the-shelf’ companies in a manner of one size fits all. From inception, our services engage rigorous evaluation, supported by legal analysis, of every client’s circumstances in order to determine the best structure to facilitate their needs. Hence, we are not the cheapest corporate services provider, but we are amongst the best, and maintain high-level working relationships with corporate services experts worldwide to ensure our clients benefit from the latest compliant corporate and trust structures.

Company Registration Process

To incorporate a new company, we follow these procedural steps:

New Clients: Precedent to acting for any new client, we typically conduct an electronic face-to-face meeting, often via Skype or a similar platform. This allows us to assess the scope and complexity of the intended company’s purpose and proposed structure, ensuring compliance with its objectives, and meeting our Know Your Customer (KYC) obligations.

• Our commitment to due diligence and building a strong client relationship from the outset is key.

Company Name Approval: Once we confirm your preferred company name is available, we will reserve it for official approval by the Registrar of Companies. Notably, separate business names can be also be registered.

• Restrictions apply when choosing a company name. Terms such as ‘insurance’ and ‘bank’ are reserved for duly licensed companies operating in those sectors and cannot be used without proper authorisation. Additionally, company names should not start with ‘Vanuatu’. We will ensure that your chosen name complies with these regulations during the company registration process.

Preparation of Statutory Documents: We will draft the necessary statutory documents, including the company’s ‘Constitution’, being a mandatory requirement under Vanuatu companies’ law. The Constitution establishes the internal workings of the company and sets the framework for its operations within the legal and regulatory framework.

• Articles and Memorandums of Association are no longer required under Vanuatu law.
• Directors(s): Only one director is required for International companies, and can be of any nationality and residence, or a corporate entity. Local companies have differing requirements.
• Shareholders: For International companies there need only be one shareholder who can be of any nationality and residence. A shareholder can be a trust (often a Nevis Trust). Local companies have differing requirements. Where a company is incorporated as a CLG, there are no shareholders, but rather members.

Registered Office/Agent: We can provide a registered office address within Vanuatu, meeting legal requirements and appearing on public records.

• For companies operating in licensed sectors like financial services or gaming, which often mandate the presence of local staff, we provide assistance to meet these requirements and more.

Certificate of Incorporation: After lodging all documents correctly, the Registrar issues a Certificate of Incorporation. This document confirms the company’s registration, featuring its name, registration number, and incorporation date.

Company Incorporation: With all formalities completed, the company is officially incorporated based on your specifications. Registration documents are promptly couriered to you, marking your company’s readiness to commence operations.

• Secure Record-Keeping: Upon request, we will securely store relevant documents and records, ensuring their confidentiality and integrity. These documents will be transmitted or provided as directed by the authorised representative of the company, maintaining the highest standards of data security and privacy.

Company Secretarial Services: Our team is available to provide company secretarial advice and fulfil related duties on your behalf, ensuring compliance and smooth operations.

• Company domiciliation: A company incorporated in Vanuatu can relocate its registered address and legal jurisdiction to another country’s jurisdiction. This allows the company to maintain its property, rights, and obligations, including existing contracts. This continuity ensures that the company remains the same legal entity, albeit under a different jurisdiction, facilitating a smooth transition commonly referred to as “continuation” to another jurisdiction.

Flexible settlement options

Generally, but always dependent on the particular life company issuing the insurance bond, one can purchase bonds, receive withdrawals, and make distributions, in most major currencies including: USD$, EUR €, JPY ¥ / 円, GBP £, CNY ¥ / 元, AUD A$, CAD C$, CHF, HKD HK$, SGD S$, SEK kr, KRW ₩ / 원, NOK kr, NZD NZ$, INR ₹, MXN $, TWD NT$, ZAR R, BRL R$, DKK kr, PLN zł, THB ฿, ILS ₪, IDR Rp, CZK Kč, AED د.إ, TRY ₺, HUF Ft, CLP$, SAR ﷼, PHP ₱, MYR RM, COL$, RUB ₽.

Importantly, where the bond-holder requests the purchasing currency of a bond be converted to an alternative currency, in which the bond’s value is to be held, there can be negative consequences. For example, such a conversion may incur third-party fees and be subject to rates of exchange disadvantages that may reduce the bond’s underlying monetary value. In further example, converting some currencies to USD$ may, due to US government dictates at any given time, significantly reduce the convertible value of the initial investment; and such converted currency might not be able to be converted back to the original purchasing currency without further devaluing, or at all. There are a range of strategies for dealing with such issues.

Purchasing insurance bonds in Crypto – some life companies will offer to convert Crypto-currency, most commonly Bitcoin, into a monetary denomination of your choice, which shall constitute the bond’s funds, from which investments will be made. Transaction and service fees will depend on the particular Crypto-currency -to- monetary denominatory conversion. The crypto space can be volatile in terms of rapidly varying values, and holding Crypto may produce superior capital growth than an insurance bond.