Samoa, which comprises two large islands and seven smaller isles, is situated in the centre of the Southern Pacific Ocean, approximately equidistant between Honolulu and Sydney and immediately east of the International Date Line. The Islands have a total land area of approximately 2,727 sq. km.
Inland, the Islands are mountainous with dense tropical vegetation. The coastal areas are more undulating and have been cultivated for agriculture. There are many beautiful white, sandy beaches, which are protected by the coral reefs surrounding the Islands. The island of Upola is the most developed island. The administrative and commercial centre is situated in its capital, Apia.
The population of the Islands is approximately 209,000. Ninety per cent of Samoans are indigenous Polynesians. The balance of the population is part Samoan and part Chinese or of European extraction.
Samoa has been a fully independent nation since 1962 and its Constitution provides for a Parliamentary Government, which combines the traditional Samoan social structure and a democratic voting system. There is a forty-seven member Legislative Assembly which consists of forty-five Matai title holders (the heads of each extended family) who are elected by their peers and two non-Samoan residents who are registered on the Universal Voters’ Roll. Parliamentary elections are held every three years.
The first Superior Court of Samoa possesses and exercises all the jurisdiction, power and authority necessary to administer the laws of Samoa.
The Court of Appeal of Samoa hears appeals on any judgement, decree or order of the Supreme Court in either its civil or criminal jurisdiction.
INFRASTRUCTURE AND ECONOMY
Samoa's modern international airport can accommodate 747 type aircraft. Air New Zealand, Polynesian Airlines (the national carrier) and Air Pacific service it. These services provide direct access to New Zealand, Australia, Fiji, Cook Islands and Hawaii.
The country has adequate docks and is well serviced by pacific regional shipping services.
Samoa has an excellent international telecommunications system with telex, facsimile and international direct dial facilities via satellite.
Agriculture employs 50% of the workforce and contributes more than 50% to GDP and 90% of exports. Tourism has now become the most important growth industry.
The Samoan Polynesian language is dominant but English is widely spoken and is taught in all schools. Samoa has a literacy rate of 97%.
Samoan Dollar (Tala).
There are no Foreign Exchange controls.
TYPE OF LAW
Based on English Common Law.
PRINCIPAL CORPORATE LEGISLATION
||International Companies Act of 1987, as amended
||International Trusts Act, 1987
||The Offshore Banking Act, 1987
||The International Insurance Act, 1988
||There is separate corporate legislation for Domestic Companies.
TYPE OF COMPANY FOR INTERNATIONAL TRADE AND INVESTMENT
Companies incorporated under the International Companies Act of 1987, as amended.
PROCEDURE TO INCORPORATE
By submission of the company's Memorandum and Articles of Association and registration fee to the Registrar of International and Foreign Companies.
POWERS OF COMPANY
An International Company has all the powers of a natural person.
RESTRICTIONS ON TRADING
An International Company cannot trade with Samoans nor own local real estate. An International Company cannot undertake the business of banking, insurance, assurance, reinsurance, fund management, the management of collective investment schemes, trust management, trusteeship or any other activity that may suggest an association with the bank or insurance industries without obtaining the appropriate licence.
LANGUAGE OF LEGISLATION AND CORPORATE DOCUMENTS
The corporate documents of an International Company may be in any language.
REGISTERED OFFICE REQUIRED
Yes, must be maintained in Samoa at the address of a licensed trust and management company.
SHELF COMPANIES AVAILABLE
TIME TO INCORPORATE
One day, although, subject to the time zone of the applicant, companies can be incorporated yesterday!
Any name that is identical or similar to an existing name. Any name which in the opinion of the Registrar is undesirable, offensive or indecent. Any name that may suggest royal or government patronage. Any name that suggests an association with the banking or insurance industries.
LANGUAGE OF NAME
Names may be expressed in any language. The Registrar may request an English translation to satisfy him that the proposed name is not a restricted or licensable name.
NAMES REQUIRING CONSENT OR A LICENCE
Bank, building society, savings, loans, trust, trustees, insurance, assurance, reinsurance, co-operative, council, Chamber of Commerce, university or their foreign language equivalents.
SUFFIXES TO DENOTE LIMITED LIABILITY
Limited, Corporation, Incorporated, Sociètè Anonyme, Sociedad Berhad Anonima or the relevant abbreviations.
DISCLOSURE OF BENEFICIAL OWNERSHIP TO AUTHORITIES
AUTHORISED AND ISSUED SHARE CAPITAL
The normal authorised share capital is US€ 1,000,000, which may be expressed in any currency. The minimum issued capital is one share of no par value or one share of par value.
CLASSES OF SHARES PERMITTED
Registered shares of par or no par value, bearer shares, preference shares, redeemable shares, shares with no voting rights and discounted shares.
BEARER SHARES PERMITTED
Companies incorporated under the International Companies Act of 1987 are not liable to pay any income or corporation tax.
DOUBLE TAXATION AGREEMENTS
Samoa is not party to any double tax agreement.
An International Company pays an annual licence fee of US€ 300, unless at the time of incorporation, it elects to pay a licence fee to cover the following periods:
FINANCIAL STATEMENT REQUIREMENTS
||5 years US€ 1,000
||10 years US€ 1,500
||20 years US€ 2,000
No requirement under the International Companies Act of 1987 to file accounts. A company is required to keep financial records, which reflect the financial position of the company.
The minimum number of directors required for an international company is one. The directors may be natural persons or bodies corporate, be of any nationality and need not be resident in Samoa.
An International Company must appoint a company secretary. The company secretary can be a natural person or a body corporate. The company secretary can be of any nationality and need not be a resident of Samoa.
The minimum number of shareholders is one unless a specific type of debenture is outstanding in which case it is permitted to have no shareholders. Details do not appear on the public register.