Samoa Limited Liability Company (LLC)
Jacob Roggeveen, a Dutch explorer, discovered the Samoan islands in 1722. French Admiral Louis de Bougainville visited the islands In 1768. He admired the Samoan’s various canoes and their vast skill in navigating them that he coined their original European name “The Navigator Islands.”
From 1899 to 1914, Germany possessed Western Samoa. At the end of World War I, New Zealand was awarded the islands by the League of Nations which is why to this day relations between the two countries remain strong. In 1962, Samoa (also called Western Samoa) became the first independent Polynesian nation. It wasn’t until 1997, that the “Western” name was dropped to simply become Samoa. Adopting New Zealand’s political system, Samoa has a parliament government.
On the other hand, the Eastern Samoa islands were sold to the United States in 1900. Now it is called “American Samoa” and its citizens adopted the U.S. style of government and even send a non-voting representative to the U.S. Congress. American Samoans are U.S. Nationals with free travel to the U.S.
The International Companies Act governs Samoa corporations. The Samoan legal system was formed upon English common law.
Four laws regulate the formation and management of corporations:
- The Offshore Banking Act 1987
- International Companies Act 1987
- The International Insurance Act 1988
- International Trusts Act 1987
A Samoa Limited Life Company (LLC) receives many benefits including:
• No Corporate Tax: There is no corporate taxation for a Samoan LLC. However, U.S. citizens and those residing in countries which tax worldwide income must declare all income to their tax authorities.
• Quick and Easy Registration: Incorporating a Samoan LLC is a quick and easy process. Samoa allows their corporations to form using any language, making the incorporation process much easier for foreign investors. Typically, the entire registration takes about two days.
• One Shareholder: Only one shareholder and one director are required to incorporate a Samoan LLC.
• Low Renewal Fee: The annual fees to renew a Samoan LLC are only $300 USD. This is much lower than many other jurisdictions offering offshore incorporation.
• No Required Accounting Standards: The Samoan government does not require any type of accounting standards, providing companies with a good deal of freedom.
• No Annual Filings: Samoan LLCs are not required to file yearly audits or submit records. However, Samoan LLCs are required to maintain accurate and up-to-date records for business purposes.
• Privacy: Samoan LLCs offer confidentiality and protection for business owners, shareholders and directors. Neither annual tax information nor names associated with the company are disclosed to the public.
Samoa LLC’s must pick a unique name that does not resemble any already existing company name.
Samoan LLC’s must have a name ending with “LLC”.
The following words, and their associated activities, cannot be used by offshore companies: Bank, Assurance, Building Society, Chartered, Chamber of Commerce, Cooperative, Insurance, Imperial, Royal, or Municipal.
Office Address and Local Agent
Samoa LLC’s are required to have a local registered agent and a local office for process service requests and official notices.
Shareholders Samoan LLC’s are required to have at least one shareholder. Shareholders do not have to be local residents and can reside anywhere in the world.
Directors and Officers
A Samoan LLC must have at least one director. Directors do not have to be local residents and can reside anywhere in the world.
A shareholder and a director are required to incorporate a Samoan LLC.
A Samoan LLC is required to have at least one authorized legal secretary.
The authorized capital required for Samoan LLC is $1,000 USD.
A Samoa LLC is not required to pay corporate taxes.
The annual renewal fee for a Samoan LLC is $300 USD.
The law in Samoa guarantees privacy and secrecy for beneficial owners, shareholders, and directors involved with the LLC, meaning that corporate information stays confidential. Providing any information about shareholders, officers, or operations of international offshore companies is against the law in Samoa.
Accounting and Audit Requirements
A Samoan LLC is not required to file accounts nor meet certain audit requirements. However, companies are expected to keep track of their records and maintain up-to-date information.
Annual General Meeting
A Samoa LLC must hold an annual general meeting with both the directors and shareholders.
Time Required for Incorporation
A Samoa LLC registration takes about one to three days. Corporate documents are usually returned from the registrar within seven business days. However, the length of time it takes to incorporate depends on the company’s success with name registration, and their attentiveness to detail when completing corporate documentation.
Shelf companies are available in Samoa for quicker registration.
A Samoa Limited Life Company (LLC) receives many benefits including: no corporate tax, quick and easy registration, only one shareholder required, low annual renewal fee, no required accounting standards or annual filings; privacy afforded to owners, shareholders, and directors.