An Offshore or International Company, is commonly set up in an offshore financial centre like Vanuatu, where there are no corporate or personal income taxes, capital gains taxes, reporting requirements, or restrictions on company employment policies. As tax laws differ from country to country it is important to seek proper professional advice in your home country to ensure that any use of Vanuatu does not infringe the laws of another country.
The main restriction is that the company, being exempt from all local taxes and restrictions, may not conduct business within the Vanuatu itself.
An offshore company can franchise or licence intellectual property rights in other foreign countries allowing the profits to accumulate in a tax free environment.
International companies are widely used vehicles for holding various investments such as property, shares, patents, etc. and can also be useful in operating trading businesses. Their tax free status makes this type of company attractive to individuals and established companies alike.
Vanuatu "hybrid" company
An IBC limited by shares and guarantee is a variation on the standard international company, whereby the listed shareholders control the voting rights of the company, yet the members, who are limited by a nominal guarantee, receive the right to the income of the company. One or more directors are required and again all details as to owners, members and directors remains confidential.
A guarantee member is elected into membership of the company by the directors upon the condition that the member undertakes to contribute to the debts of the company up to a certain specified maximum amount (usually a nominal amount), thus holding a nominal contingent liability. Various classes of membership are available (eg. First Class and Successor) providing for the rights of successorship of assets at a specified time in the future.
The advantage of forming a "hybrid" company rather than an ordinary international company is to simplify financial planning and successorship arrangements by arranging various classes of membership with defined rights and obligations.
Hybrid companies are often used as quasi trusts where the control rests with the shareholders but all benefits flow to the guarantee members.
Our fee to incorporate a hybrid IBC with provision for successor class members is USD1,600 o + (without bank account assistance) or USD 2,250 (with USD700 funds on account for bank account assistance - Our fees to assist with a bank account are charged on a time and disbursements basis. The time involved depends on the level of assistance required, information provided and degree of inquiry from the bank. The Fees on Account are based on the expected level of work involved, and will be offset against the invoice(s) for actual work carried out.). Annual renewal fees due at the end of June each year remain the same as for standard international companies, which are approximately USD975.
Plus courier fees if applicable. It is our standard practise to courier incorporation documents where these are being sent outside the Pacific region. See Other Fees Schedule.
- International companies provide all the products required by the majority of international investors who are looking to take advantage of a low tax jurisdiction;
- confidentiality provisions – details of shareholders and beneficial owners are not on public record, however are provided to the VFSC;
- Flexible corporate structure - limited liability company which may be limited by shares or guarantee;
- Only requires one director - who may reside anywhere in the world and may be a natural person or a company;
- Only requires one shareholder/member;
- No filing requirements - no requirement to file an annual return, have an audit or hold an AGM;
- Records and registers may be kept anywhere as well as with the Registered Agent ;
- Fast formation - formed within 24 hours (One hour incorporation is also available);
- Exemptions from certain taxes, duties and exchange control restrictions, until 2099, e.g. tax on income, profits, capital gains, distributions; stamp duty, estate, inheritance, succession or gift tax;
- Relocation flexibility - may transfer to or from another jurisdiction if permitted by the laws of that jurisdiction.
o Includes turnover tax 0.5%.
For details of International Company Fees click here.