Vanuatu Company Registration: The Ultimate Guide 2025

Vanuatu, a tropical archipelago in the South Pacific with a population of approximately 330,000 and spanning a land area of 12,189 square kilometers, has become an increasingly popular destination for entrepreneurs and businesses seeking a tax-friendly, strategically located, and cost-effective environment to establish a company. With a GDP of around $1 billion, the nation's economy is small but steadily growing, supported by tourism, agriculture, and international business activities. 

Known for its attractive corporate structure, minimal taxation, and flexible regulatory requirements, Vanuatu is particularly appealing to those involved in international trade, financial services, and investment activities.

Whether you are a seasoned investor or a first-time business owner, in this guide you will find valuable insights into why Vanuatu is a top choice for global entrepreneurs, including key details on incorporation timelines, legal frameworks, and compliance obligations.

Benefits of Setting Up an Offshore Company in Vanuatu

Establishing an offshore company in Vanuatu offers several strategic advantages for entrepreneurs and investors.

Confidentiality

Vanuatu's legal framework ensures robust privacy protections for company owners. The identities of shareholders and directors are not disclosed in public records, and the issuance of bearer shares is permitted, enhancing shareholder anonymity. This commitment to confidentiality extends to the banking sector, where a duty of confidentiality arises from the express or implied terms of the banker-customer relationship. 

Citizenship by Investment Program

Vanuatu offers a Citizenship by Investment (CBI) program that allows investors to obtain citizenship through economic contributions. The program requires a minimum non-refundable donation to the Vanuatu Development Support Program, starting at USD 130,000 for a single applicant. Successful applicants gain the right to reside in Vanuatu and enjoy visa-free or visa-on-arrival access to over 90 countries.

Tax Benefits

Vanuatu provides significant tax incentives for offshore companies, including exemptions from corporate tax, income tax, capital transfer tax, inheritance tax, stock exchange gain tax, and turnover tax for 20 years from incorporation. Additionally, there are no exchange controls, facilitating unrestricted movement of funds. 

Ease of Incorporation

The process of setting up an offshore company in Vanuatu is straightforward. There is no minimum or maximum share capital requirement, and capital can be denominated in any currency. Company registration can be completed within a week. 

Operational Flexibility

Vanuatu offshore companies enjoy operational advantages such as no mandatory annual general meetings, and if held, they can take place anywhere in the world. Companies can maintain their accounts, records, minutes, or registers at any location worldwide. 

Political and Economic Stability

Vanuatu offers a stable environment conducive to business operations. The country has experienced consistent economic growth, supported by sectors such as tourism, agriculture, and offshore financial services. The government has implemented measures to simplify bureaucracy and reduce red tape, making it easier for entrepreneurs to navigate the regulatory landscape.

Residency Options for Business Owners

Vanuatu provides attractive residency options for business owners. The Self-Funded Resident Visa is available to individuals who can demonstrate a certified monthly income from a Vanuatu bank of at least 250,000 Vatu (approximately USD 2,000) or 500,000 Vatu (approximately USD 4,000) if including a spouse or de facto partner. For retirees, Vanuatu offers a Retirement Visa for individuals aged 50 and above. Applicants must demonstrate a stable monthly income of at least USD 2,500, typically sourced from pensions, social security, or disability allowances. 

Who Can Register a Company in Vanuatu?

Almost anyone, including foreign individuals and entities, can register a company in Vanuatu, including citizens of the USA, UK, Australia, UAE, and China. The jurisdiction is particularly welcoming to international entrepreneurs due to its straightforward requirements and minimal restrictions. Whether you are a private investor, a business owner, or a corporate entity, Vanuatu offers an inclusive framework for establishing an offshore company.

Becoming a Vanuatu offshore company owner is especially advantageous for individuals seeking a flexible business structure with no residency requirement for directors or shareholders. This makes Vanuatu an ideal choice for global investors and expatriates who wish to operate businesses remotely while benefiting from the country's favorable tax regime and confidentiality standards.

Types of Companies in Vanuatu

Vanuatu has several types of business entities, each with distinct characteristics, advantages, and legal implications. Below is a detailed summary of the main types:

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From our experience, a Private Limited Company (Ltd) is often the most advantageous structure for most businesses in Vanuatu. This type of entity provides a balance of flexibility, liability protection, and accessibility. Its separate legal entity status safeguards personal assets from business liabilities. Moreover, the requirement for just one shareholder and one director (who can be the same person) simplifies setup and management. The flexibility in profit distribution and management structure allows companies to adapt as they grow.

If you are considering starting a business in Vanuatu, a Private Limited Company may be the best option to align with your growth and operational goals. Contact us today for expert guidance on selecting the right structure and ensuring a seamless registration process. 

Taxes for Offshore Companies in Vanuatu: What You Need to Know?

Vanuatu has a highly favorable tax environment for offshore companies, characterized by the absence of several common taxes and the imposition of minimal fees and contributions. Below are the key tax considerations for offshore companies operating in Vanuatu:

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Vanuatu Company Registration Requirements

Registering a company in Vanuatu is a simple process with flexible requirements, making it an attractive option for both local and international businesses, such as:  

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1. Share Capital. A company in Vanuatu can issue a minimum of one share, with no upper limit on the number of shares or their value. The concept of authorized capital and par values does not apply, and shares can be fully or partly paid.
2. Shareholders. A Vanuatu company requires at least one shareholder, who can be an individual or a corporate entity. Shareholders do not need to be residents of Vanuatu. For standard companies, shareholder information is publicly accessible, but exempted companies enjoy privacy in this regard.
3. Directors. At least one director must reside in Vanuatu. The details of directors are disclosed in the public register, except for exempted companies.
4. Secretary. A resident secretary in Vanuatu is mandatory for all registered companies.
5. Registered Address. Every company must maintain a registered office within Vanuatu.
6. General Meetings. Annual general meetings are compulsory and must take place within the country.
7. Electronic Signature. Vanuatu allows the use of electronic signatures in corporate documentation.
8. Re-domiciliation. Foreign companies can transfer their incorporation to Vanuatu, and similarly, Vanuatu companies can redomicile to another jurisdiction.
9. Compliance Requirements. Companies must prepare and submit annual financial accounts along with an annual return to the Financial Services Commission. If the annual turnover exceeds VUV 20 million (around USD 166,000), audited financial statements are required. Additionally, domestic companies are subject to an annual government fee.

How to Register a Company in Vanuatu?

Registering a company in Vanuatu involves several key steps to ensure compliance with local laws and regulations, such as: 

Step 1. Determine the Appropriate Business Structure

At the beginning, you may choose the entity type from various business structures:

• Sole Trader: An individual operating a business personally liable for all debts.
• Partnership: Two or more individuals sharing resources and profits, commonly used by professionals like accountants and lawyers.
• Company: A separate legal entity from its owners (shareholders), offering limited liability protection.

Step 2. Choose and Reserve a Company Name

Selecting a unique company name is crucial. Ensure the name is not already in use or too similar to existing entities. You can check name availability and reserve your chosen name through the Vanuatu Financial Services Commission (VFSC). 

Step 3. Register the Company with VFSC

To legally operate, register your company with the VFSC. This involves:

• Completing the necessary registration forms.
• Providing details of directors and shareholders.
• Submitting the company's constitution.
• Paying the applicable registration fees.

The VFSC offers online registration services, streamlining the process. 

Step 4. Obtain a Business License

After company registration, secure a business license from the Department of Customs and Inland Revenue or the relevant Provincial Council, depending on your business location. This license is mandatory for all operating businesses in Vanuatu. 

Step 5. Register for Taxation

If your annual turnover is expected to reach or exceed VUV 4 million (around USD 34,000), you must register for Value Added Tax (VAT) with the Department of Customs and Inland Revenue. Additionally, apply for a Tax Identification Number (TIN) as required under the Vanuatu Tax Administration Act. 

Step 6. Register as an Employer with Vanuatu National Provident Fund (VNPF)

If you plan to hire employees, register with the VNPF to manage employee contributions, which is a legal requirement in Vanuatu. 

Step 7. Apply for Necessary Permits and Licenses

Depending on your business activities, additional permits or licenses may be required. Consult with local authorities to ensure all regulatory requirements are met.

Step 8. Maintain Compliance

After registration, adhere to ongoing compliance obligations, including:

• Filing annual returns with the VFSC.
• Updating any changes in company details.
• Renewing business licenses annually.

Non-compliance can result in penalties or legal action.

By following these steps diligently, you can establish and operate your company in Vanuatu successfully. For detailed information and access to necessary forms, please feel free to reach out to our team. Golden Harbors specializes in providing comprehensive assistance for international business setups, making it an ideal partner for establishing your company in Vanuatu. Our expertise ensures that every step of the registration process is handled efficiently and in compliance with local regulations. From advising on the most suitable business structure and conducting due diligence on name availability to preparing and submitting all necessary documentation to the Vanuatu Financial Services Commission, we streamline the entire process.