- Type of Company for International Trading
Exempt Company incorporated under the Companies Act (Cap 191) or the International Company "IC" incorporated under the International Companies Act 1992 (No. 32).
The International Company provides for greater flexibility and minimal compliance.
- Procedure to Incorporate An International Company
To register, the company must file with the Financial Services Commission a copy of its constitution, which contains the company's name, its purposes (which can be general), the registered office address and name of the agent (which must both be in Vanuatu), and whether it is limited by shares or guarantee. (Two copies of the Certificate of Incorporation are issued by the Vanuatu Financial Services Commission).
An International or Exempt Company may not trade within Vanuatu or own real estate there. An International Company may not undertake the business of banking, insurance, assurance, reinsurance, fund management, the management of collective investment schemes or the rendering of investment advice, or any other activity that would suggest an association with banking or insurance industries.
The powers (objects clauses) of an exempt company are contained in the Memorandum of Association, but are normally drafted to provide for general powers. An International Company has all the powers of a natural person and therefore can enter in to any lawful activity except as restricted by the International Companies Act.
- Language of Legislation and Corporate Documents
English. Foreign translations of corporate documents can be obtained for a fee.
- Registered Office Required
Yes, must be maintained in Vanuatu. - Shelf Companies Available
Yes. Two days. Restrictions apply to identical names or names suggesting a connection with a government of another country or a public or international organisation or a municipal authority. Other names may be disallowed on policy grounds, as may those that are considered generally undesirable or obscene. An International Company name can be in any language and use that language's characters or alphabet e.g. Chinese, Japanese, Russian and Arabic. - Names Requiring Consent or a Licence
Bank, buildings society, insurance, assurance, reinsurance, fund management, investment fund, trust, trustees, finance or their foreign language equivalents. - Suffixes to Denote Limited Liability
An Exempt Company must have the word Limited in its name.
An International Company may utilise a broad range of internationally accepted abbreviated words as suffixes to denote their limited liability. - Authorised and Issued Share Capital
The usual authorised share capital for an Exempt Company is US$ 10,000.
Most International Companies do not have an authorised capital as it is not required and the concept does not exist in the Act. Exempt and International Companies may have their capital expressed in any currency. - Classes of Shares Permitted
Registered shares, preference shares, redeemable shares and voting or non-voting shares. Domestic taxation is not payable on the net chargeable profits of Exempt and International Companies. None. An International Company pays the sum of US$ 300 per year. An Exempt Company pays a minimum sum of US$ 500 per year; this amount may increase if a company has a high-authorised capital. There is no requirement for an International Company to file accounts.
There is no requirement for an Exempt Company to file accounts unless it is licensed. Both Exempt Companies and International Companies are required to keep accounts to present a true and fair view of the financial position of the company. The minimum number of directors required for both Exempt and International Companies is one.
The directors may be natural persons or bodies corporate, may be of any nationality and need not be resident in Vanuatu.
However, Exempt Companies must have at least one resident director. An Exempt Company must appoint a company secretary.
An International Company need not appoint a company secretary, although it is customary to do so to facilitate signing requirements The minimum number of shareholders of an International Company is one.
An Exempt Company requires two. | 
