Offshore Companies in Vanuatu

The country operates simplified rules that allow registering a legal entity in just a few days. There is no need to comply with excessive requirements for authorized capital, no mandatory physical activity on the territory of Vanuatu, and it is possible to manage the company from anywhere in the world. Regulatory norms are friendly to foreign residents, which significantly reduces bureaucratic barriers.

The country’s economy is developing rapidly thanks to tourism, agriculture, and offshore financial services. The government encourages initiatives for building new resorts, improving infrastructure, and attracting capital to various projects.

And the key advantage of Vanuatu as an offshore jurisdiction remains tax benefits. The country has no income and capital gains taxes, inheritance tax, or withholding on dividends received from abroad. That is, the majority of profits remain under the control of the owners.

Eligibility for Registering a Company in Vanuatu

There are no restrictions in Vanuatu’s legislation prohibiting stateless persons from being founders and owners of local companies. Foreigners can independently or with partners from other countries establish a legal entity, draft constitutional documents, and become beneficiaries.

International corporations conducting global activities can also establish subsidiaries or branches in Vanuatu. This is done for the convenience of international transactions, profit storage, and tax optimization.

Even self-employed individuals working remotely have the right to open a company in Vanuatu. For them, this is a way to structure business processes, protect themselves from risks, and take advantage of the preferential tax environment.

Individuals wishing to conduct international financial operations or engage in trade through offshore schemes can also register a company in this jurisdiction. It is only important to meet the basic requirements (provide documents on identity, lack of criminal record, etc.).

The procedure for registering an offshore company is also as simple as possible. Future owners need to choose a unique company name (with a check for duplicates) and determine the form (for example, International Company or Limited Liability Company).

The Memorandum and Articles of Association are prepared, shareholders and directors are determined. It is also necessary to comply with the requirements for minimum authorized capital. The directors and beneficiaries of the company provide copies of passports, proof of residential address, bank statements, and certificates of no criminal record. The document package is submitted to the Financial Services Commission. The process takes from several days to a couple of weeks if there are no complex checks.

Many companies order a virtual office, nominal directors, or secretaries, especially if they do not plan to have a physical office in the territory of Vanuatu. It is important to comply with local laws regarding the annual renewal of the license and payment of fees.

If you want to simplify the task and open an account in Vanuatu without unnecessary delays, our company is ready to provide comprehensive assistance. We will handle document collection, filling out KYC forms, negotiations with banks, and provide legal support at all stages.

Taxation Rules

Taxation Rules for Offshore Companies in Vanuatu

1. Corporate income tax

One of the key advantages of Vanuatu is the absence of corporate tax. Companies registered under offshore status do not pay income tax on profits earned both within and outside the country. This allows reinvesting a large portion of profits back into the business or directing funds to other projects, reduces operating costs, and simplifies financial planning.

2. Capital gains tax

Unlike many jurisdictions where the sale of assets may incur a significant capital gains tax, Vanuatu does not impose this levy on companies. This is especially beneficial for those operating in areas where income is generated through the appreciation of asset value: investments in real estate, stocks, cryptocurrencies, and other financial instruments. You can freely sell or reorganize assets without fear that part of the profit will go toward paying taxes. This encourages large transactions and long-term investments, as the increase in value fully benefits the beneficiary.

3. Absence of tax on dividends and interest

Many countries impose a withholding tax when paying dividends to shareholders or interest on loans provided to a company. In Vanuatu, there is no tax on dividends or interest, which makes the republic particularly attractive for international holdings and financial groups. Any dividends paid by an offshore company in Vanuatu are retained in full. Creditors can receive interest without additional deductions, which improves financing conditions.

4. Inheritance and Property Tax

In Vanuatu, there is no inheritance tax or property tax. In the context of an offshore structure, this ensures long-term continuity of asset ownership without concerns about sudden fiscal losses. This allows avoiding complex procedures and high fees that exist in a number of developed countries.

5. VAT

In Vanuatu, there is an equivalent of VAT called Value Added Tax. However, offshore companies that work exclusively with foreign clients and do not operate within the country are generally not subject to the local VAT. Nevertheless, if a company decides to provide services or sell goods to residents of Vanuatu, it may be required to register as a VAT payer. If the company’s activities are limited to the external market, VAT is not charged. For mixed operations, it is advisable to consult tax specialists in advance.

Although Vanuatu strives to minimize the tax burden, there remain some administrative fees and license duties associated with the registration and annual maintenance of an offshore company. Companies are required to pay an annual license fee to maintain records in the registry, re-registration fees (if there are changes to directors, shareholders, or the company name), as well as expenses for local agent services.

Requirements for Setting Up an Offshore Company in Vanuatu

One of the advantages of offshore companies in Vanuatu is the absence of strict requirements for authorized capital. As a rule, it is possible to declare a minimal nominal capital without the need to fully contribute it at the initial stage. This simplifies and speeds up the registration process.

However, if you plan to conduct large-scale financial operations or attract major counterparties, it is worth considering a more realistic amount of authorized capital to meet the expectations of partners and comply with internal corporate standards.

Most often, one shareholder is sufficient, which provides the opportunity for one owner to fully control the company. Shareholders can be either individuals or legal entities, regardless of residency. Many are attracted by the possibility of using another offshore company as a shareholder to ensure an additional level of confidentiality.

The law allows having one director. In Vanuatu, it is not required for the director to be a citizen or resident of the country, which allows hiring professionals from anywhere in the world. All classic powers (contract signing, business management, representation of the company’s interests) are retained and regulated by internal documents. Offshore companies often additionally define the functions of directors in the charter or a separate protocol.

Every offshore company in Vanuatu must have a registered office within the country. It is usually provided through a local agent specializing in offshore support. Official notifications from regulatory authorities, courts, or counterparties are sent to this address. In the event of a company registry inspection, corporate documents must be stored there.

The legislation of Vanuatu allows for holding meetings of directors and shareholders anywhere in the world, as well as remotely. There are no strict requirements for the regularity of meetings. It is recommended to keep and store minutes at the registered office or with the secretary to confirm the legality of decisions if necessary.

Any offshore company in Vanuatu is required to comply with international KYC/AML regulations. It is necessary to verify the identity of beneficiaries and the legality of the origin of funds. Licensing fees must be paid, and registration must be renewed. Failure to make these payments may result in fines or even liquidation. As a rule, there is no public register of beneficiaries, which ensures complete confidentiality.

Contact us

Get Advice on Offshore Company Formation in Vanuatu

Establishing an offshore company in Vanuatu offers a number of advantages: the absence of most taxes, high confidentiality, and flexible opportunities for international operations. However, a key condition for success is the proper structuring, a well-organized ownership chain, and compliance with all compliance rules. Therefore, it is extremely important to secure legal support from experienced lawyers.

An attempt to independently understand the nuances of registration, filling out forms, and submitting documents can take many weeks and lead to mistakes. Lawyers take on most of the bureaucratic work, which ensures the correctness of the paperwork and timely submission of documents.

Offshore specialists help correctly choose the company form, the amount of authorized capital, the shareholding structure, and the secretary position. This allows you to comprehensively utilize tax benefits while maintaining confidentiality and management flexibility.