Company formation in Vanuatu

At a glance

Entity

International Company (IC) under the International Companies Act No. 32 of 1992 — the standard limited-liability vehicle for foreign founders doing business outside Vanuatu (a domestic Companies Act 2012 company is used for onshore trade)

Corporate tax

0% — Vanuatu levies no corporate income tax, capital gains tax, or withholding tax on any company; ICs are additionally exempt from local tax provided they do not trade within Vanuatu. There is no double-tax treaty network, so foreign-residence taxation and CFC rules of the founder's home country still apply

Incorporation time

~1-5 business days once the registered agent holds complete KYC; the VFSC registry can process an IC in as little as 24 hours

Minimum capital

None. No minimum authorised or paid-up capital; a single share of no par value is sufficient (authorised capital is commonly stated as USD 10,000 by convention, not by law)

Resident director

Not required. Minimum one director; may be a natural person or a corporate entity, of any nationality and resident anywhere. A local registered agent (not a director) is mandatory

Audit

No statutory audit for an IC by default. Audited financial statements are required only if annual turnover exceeds VUV 20,000,000; ICs need not file accounts or annual returns with the registry

Remote set-up

Yes, fully remote — a Vanuatu-licensed registered agent files with the VFSC on the founder's behalf. No personal visit or in-person notarisation; the agent performs KYC/beneficial-ownership due diligence and certified copies of passport and proof of address are required

Government fee

USD 150 VFSC incorporation fee for an International Company, plus a USD 300 annual registration fee (multi-year prepayment available). A domestic Companies Act 2012 company instead pays VUV 35,000 to register and VUV 35,000 per annual return

Best for

Founders wanting a fast, low-cost, zero-tax holding or IP and asset-protection vehicle for business conducted outside Vanuatu. They should be able to accept the reputational and banking friction that comes with an offshore centre under blacklist scrutiny.

The process

1. Engage a VFSC-licensed registered agent and clear KYC / beneficial-ownership due diligence
2. Reserve the company name and settle the constitution (memorandum and articles)
3. Agent files the incorporation application and pays the USD 150 fee to the VFSC Registrar
4. Receive the Certificate of Incorporation; appoint director(s), issue shares, and maintain the registered office and agent