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To
incorporate a Samoa international company we require the
following details: 1. The name of the company. Generally this
would include the word "Corporation", "Limited" or some other
expression which indicates a separate corporate entity. Chinese
and English company names are available. 2. Share capital
details. Share capital may be expressed in any currency. There
are no minimum or maximum share capital requirements. Different
classes of shares may be created. We are able to subscribe for
the original shares in the corporation and then arrange for a
transfer to the intended beneficial owner or for a nominee to
hold the shares. If requested we can provide a permanent nominee
shareholder. Registers of members must be kept at the registered
office of the Company in Samoa. Fully paid up share capital may
be converted to bearer shares or share warrants. The distinction
is that share warrants do not create a membership interest. The
holder of the warrants is only entitled to become a member of
the company upon surrender of the share warrant. Bearer shares
and share warrants may be converted back to share capital and
again to bearer shares or bearer warrants as required. The Act
requires that all bearer instruments (including bearer share
certificates and bearer debentures) must be physically lodged
with the trustee company providing the registered office to the
company (“the Trustee Company”). The Trustee Company as
custodian must also receive and maintain satisfactory evidence
of the identity of the beneficial owner of the bearer
instrument, prior to accepting the bearer instrument.
Identification documentation is not public record and is only
required to be held with the Trustee Company. 3. GT Group
Offshore provides a flexible standard form of Memorandum and
Articles. These may be varied or replaced. Chinese and English
versions of the Memorandum and Articles of Association are
available. 4. Directors. There is no requirement that there be
resident directors though we are able to provide these if need
be. We require the name, address occupation and written consent
of any proposed director. Corporate directors may be used. There
may be any number of directors. 5. Secretaries. There is a
requirement that there be either a resident or non-resident
secretary. If the secretary is non-resident, a resident agent
must be appointed. GT Group Offshore can provide either a
resident secretary or resident agent. Additional secretaries may
be appointed as required. Corporate secretaries may be used. The
initial period of incorporation can be for one, five, ten or
twenty years. COSTS Our charges for a one-year initial period of
incorporation are: USD950.00 and annually thereafter USD750.00.
This is inclusive of government fees and the provision of a
resident secretary/resident agent. Please advise if you wish to
receive our fee schedule for long term registration company’s.
Transactional worked is charged at USD100.00 to USD200.00 per
hour depending upon the complexity of the work involved. Cook
Island Nominee’s are provided at the following costs: Nominee
Director (p.a.) USD850 Nominee Shareholder (p.a.) USD350 Bank
Account Signatory (p.a.) USD450 It is a requirement of the GT
Group Offshore Group that we obtain a Nominee Services Agreement
whenever we provide nominee director or nominee shareholder
services and also when we provide signatories to bank accounts.
This requirement is both for the comfort of the client and to
assist us in the proper provision of our services. Amongst other
things such an agreement avoids any uncertainty or confusion
about how, or from whom, we should receive instructions. A copy
of our Nominee Services Agreement will be provided on request.
TAXATION There is no tax, duty, levy or stamp duty imposed on
international companies in Samoa. TIMING We maintain a number of
shelf companies in the Cook Islands, for current details of
these shelf companies, please contact us. We are also able to
complete incorporations within 24 hours. We are able to operate
on facsimile instructions with original documentation to follow
as required. In terms of transactional work, again we endeavor
to turn this around within a 24 hour period. SAMOA DUE DILIGENCE
Samoa has enacted laws to assist in the prevention of money
laundering and the financing of terrorism. Those laws require
that certain information and documentation (“Due Diligence”) be
obtained by GT Group Offshore in respect of each Samoa company.
To comply we require the following Due Diligence documentation
on each shareholder and/or beneficial owner who is an
individual: 1. a clear certified copy of a valid photographic
identification document (such as a passport or national identity
photograph I.D. card) issued by a government, state, federal or
governmental agency; and 2. a written reference from a legal
practitioner, an accountant or a bank where the customer has
maintained a current relationship for at least 12 months; and 3.
an original or certified copy of one of either a recent credit
card, bank statement, rates or utility bill that shows the due
diligence subject’s name and permanent residential address where
this is not provided in either documents 1 or 2 as listed above.
If a shareholder or beneficial owner of the Samoa company is a
company we will require the following due diligence on that
company:- 4. a certified copy of the certificate of
incorporation or comparable document under which the company or
entity was incorporated, established, registered or otherwise
created; and 5. a certified copy of the register of members
detailing the shareholders of the company; and
6. Due Diligence on each shareholder and director (or corporate
equivalent if not a company) as per paragraphs 1, 2 and 3 above
and, where that shareholder or director is itself a further
company or other entity, Due Diligence as required under
paragraphs 4 - 8; and 7. the name of the company or entity, its
place and date of incorporation or establishment, the address of
its registered office and principal place of business, where
such information has not been provided in 4 and 5 above; and 8.
description of the nature of the business carried out by the
company or entity. * Certified means one of the below named
persons (“Certifier”) has sighted the original documents and
confirms in writing in the following manner that the copy of a
true coy of the original. Notary Public exercising his or her
office; or Certified Public Accountant; or Registrar or Deputy
Registrar of a court; or Justice of the Peace; or legal
practitioner; or an officer or employee of a licensed bank,
trust company or insurance company. Certification should bear
the following statement “True copy of original sighted” The
original signature of the Certifier should be followed by their
printed name, position or capacity in which they certified the
copy, and if applicable, the name and address of the
organisation they work for. If any of the information required
in respect of a shareholder or beneficial owner has been
provided in respect of another Samoan entity administered by GT
Group Offshore, it is sufficient to provide GT Group Offshore
with the name of that other company and the name of the
shareholder or beneficial owner. The information received will
be held by GT Group Offshore or its Agent in Samoa and subject
to the confidentiality laws of Samoa. The information is not
filed as part of any public record. Further information may be
obtained by contacting:
For
further information or for any questions you may
have, please email us at:
[email protected].
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