Samoa Samoa The Samoa International Company, or Samoa IC, is the company many still search for as a Samoa IBC. It is formed through a licensed trustee company, and our specialists advise on yours, then guide its incorporation step by step, first year included.
Requirements
Everything a Samoa IC formation needs, with the provider shown on each row. Three items come with our package, one is optional, and six are choices we settle together.
One director is enough and there is no maximum. A director may live anywhere and a company may hold the office. The board never has to meet in Samoa, and the Register of Directors and Secretaries is kept at the registered office rather than sent to the authorities, unless the company elects to send it.
The people who ultimately own or control the company are identified before the file is opened, looked through every holding layer until a person is reached. Samoa puts no percentage floor under the test, so control counts as much as a shareholding. The record is held by the trustee company and it is not public.
Every International Company appoints a secretary, and either a resident secretary or a resident agent must sit in Samoa. Only a trustee company, an officer of one or a wholly owned subsidiary may take that seat, so it arrives with the package. Further secretaries may be appointed anywhere.
Outside banking and insurance, there is no need to appoint an auditor. The articles can say so, or the members can agree in writing, or they can resolve it at each annual general meeting. Where no auditor is appointed the accounts are unaudited and they are published nowhere.
Samoa sets no minimum capital and no minimum paid up amount. Shares may carry a par value, no par value or both, in the currency of any country other than Samoa, in one class or several. The yearly government fee is flat, so it does not move with the number of shares you authorise.
An International Company is formed through a trustee company in Samoa and must keep one for as long as it exists. The trustee company is its channel to the authorities, holds its records and is the address they write to. It comes with every package.
The address must be the principal office of the trustee company, so it comes with the trustee company and you lease nothing. A change is notified within fourteen days. Meetings, management and the books may sit anywhere in the world.
The name has to close on a word that says the thing is a body corporate. Samoa lists ten, each with a short form, and will also take an equivalent in another language, which may sit anywhere in the name, where the trustee company can show it reads the same way. We clear the name with the authorities first, and a cleared name can be held for up to three months.
The memorandum states the name, the registered office, the resident secretary or resident agent, the capital and how long the company is to last. Articles may be drafted to order or adopted from the standard set the law provides. We draft them, the subscriber signs, and they are lodged to form the company.
KYC
Your specialist helps you collect and organise what is needed from your side, reviewing each item before anything goes anywhere, so the formation runs without a hitch.
See the full checklistEntity Subtypes
The first form fits nearly every plan. The others are shaped for specific needs, such as a set life, segregated funds or a long-term structure. Select one to read what it does, or let our experts recommend the right fit.
Runs until it is wound up
The form nearly every International Company takes. Members hold shares, the company stands on its own, and it answers for its own debts out of its own assets.
Runs until it is wound up
There is no share capital. Each member undertakes a fixed sum, named in the memorandum, that can be called in a winding up, and that undertaking is the whole of what they can be asked for.
Runs until it is wound up
Two kinds of member side by side. Guarantee members undertake a sum, shareholders put up capital, and each answers only for their own part. The three forms can be swapped later by special resolution.
Ends on a date fixed at the start
Samoa's answer to the limited liability company. It needs at least two members, it runs for a period fixed when it is formed, and it comes to an end when that period expires or earlier on an event the members have written down. It may be run by its members or by managers instead of a board.
Laid over a company that already exists
One company carrying several segregated funds. What belongs to each fund is kept apart from every other fund and from its general assets, and shares can be issued against a single fund. It can be registered this way from the start or converted later.
Laid over a company that already exists
The same company, registered for a fixed run of five, ten or twenty years at a time instead of a year at a time. Nothing about the shares, the members or the liability changes, and it can go back to yearly registration when the run ends.
Undecided? Tell us the plan and our experts will name the form that suits it, before a word is drafted.
Activities and Usage
Form a Samoa IC and its reach is broad, from holding shares to lending inside a group. Choose the activity nearest your plan to see how it works, and leave everything else to our experts.
Open on day one. Nothing to apply for beforehand.
Extra steps come before the work starts. Our experts will explain what applies to your plan.
Off limits from day one, whatever the plan.
Holding
A group with an arm in Singapore, another in Hong Kong and a third in Australia keeps three share registers aligned and runs three transfers every time ownership moves. Each of those countries is also somebody's home ground, and putting the parent in one of them puts the other two underneath it.
The Singapore, Hong Kong and Sydney arms each enter the Samoa parent in their own books as their shareholder.
Neither Singapore nor Hong Kong nor Sydney stands above the others. The parent belongs to none of them.
One signature on the parent's shares moves all three arms, and no register in Singapore, Hong Kong or Sydney is touched.
Trading
A trader buying in one Asian market and selling into Australia or the islands does not want either side's rules following the whole chain, and does not want the supplier and the customer reading each other's terms. The contracts move to a company outside both of them.
Every purchase contract names the Samoa company as buyer, and the goods become its property at the loading port.
The customer is invoiced from Samoa and pays into its own account, in any currency but the tala.
They ship from supplier to customer directly, and nothing but the contracts and the money touches Samoa.
Redomiciliation
Where the home country has raised its costs, added a substance return or acquired a reputation counterparties now ask about, there are two ways out. Wind it up and start again, and the bank accounts, the trading history and the contracts end with it. Move it, and none of that happens.
It continues as the same body corporate under Samoan law, keeping its name, its assets, its contracts and its debts.
The country it leaves must permit the exit, and both filings are made in order before the move takes effect.
Samoa lets it move out as well as in, so this is a change of home rather than a one-way door.
Fixed life
A member whose home tax system treats a foreign company as opaque is charged twice on the same profit, and a venture with a known finish does not need a vehicle that runs forever or a board sitting between the members and the money. One form answers both.
Shares are paid for in full before they are issued, and neither the members nor the managers answer for the debts.
The members can run it themselves or appoint managers, so control is arranged by agreement, not by board seats.
The period is fixed at formation, and it ends then, or earlier on an event the members write down.
Segregated funds
A manager running three strategies under one roof has a single pot of assets that every investor's claim can reach, and forming three companies means three trustee companies, three fee dates and three sets of records. The funds can be walled off from each other instead.
Money paid in is allocated to one named fund, and the shares issued against it answer only to that fund's assets.
What one fund owes is met out of that fund's assets. The other funds and the general assets are safe.
One fund pays out and winds up while the others carry on, with nothing re-papered.
Long term
A company that exists to hold one thing inside a larger structure still has to be renewed every year, and a missed renewal is how a dormant holder quietly stops existing while nobody is looking. The whole run can be taken in one block instead.
Five, ten or twenty years is settled up front, and nothing about the shares, the members or the liability moves.
The renewal falls away for the length of the run, so nothing lapses while nobody is watching.
When the run finishes it goes back to a yearly renewal, or takes another block, without re-forming.
Two all-inclusive packages for a Samoa IC, priced in full with the government fee and the first year inside. Everything included is listed clearly, and nothing is added later.
Enterprise
For structures that go past a single company. Segregated funds, limited life companies, redomiciliation into Samoa and ownership arranged across the Asia-Pacific are all quoted rather than packaged, and run by a dedicated project manager.
After Year 1
Your first year is covered by the package above. From year two, one fee a year carries the government fee, your trustee company and registered office, the resident secretary, custody of your registers and records, and a reminder well before the 30 November date.
Pros and cons
The case for a Samoa IC and the case against, given the same room on the page. Read both before you establish a Samoa IC, then let our experts tell you honestly whether it fits what you are building.
In its favour
Profits, dividends, interest and gains sit outside the charge until the end of 2027, and one flat yearly fee stands where a tax return would.
Either may be a person or a company, resident in any country outside Samoa. No local director and no staffed office.
Samoa asks an International Company for no economic substance report, so nothing is reported on where a holding sits.
No minimum to subscribe, any currency but the tala, several classes, and a government fee that never moves with it.
Members and beneficial owners are held by the trustee company, and the directors reach the authorities only if you send them.
To weigh against
Income from abroad arrives with withholding tax already taken at source, and Samoa has no treaty in place to reduce it.
Samoa sat on EU Annex I for several years and came off it in the February 2026 revision. A counterparty may ask about that.
The government fee, the trustee company and the registered office all fall due on one date in a year with no activity.
It cannot trade with Samoan residents or with domestic companies, and no one resident there may hold a share in it.
Controlled foreign company rules at home can tax its profits as yours, and banks ask more of it than of a local one.
Under other flags
Compliance
The twelve duties that start once you register a Samoa IC, listed by trigger. Eleven are handled by our team inside your annual engagement, and you hear from us in good time about the one that needs you.
Trustee company
A trustee company in Samoa, from formation until dissolution.
Registered office
The principal office of the trustee company, provided with it rather than rented by you.
Statutory registers
Members, directors and secretaries, written up at the registered office as the events happen.
Accounting records
Records and the invoices and contracts behind them, kept seven years, with the office told where they sit.
Annual government fee
One fee a year, the same amount whatever the share capital, from the year after formation.
Statement of financial position
A yearly statement of where things stand, placed on its file and never on a public one.
Annual general meeting
One meeting of the members each calendar year, held anywhere in the world, with the accounts put in front of it.
Beneficial ownership
Kept current with the trustee company, including a change reached through an owner higher up the chain.
Register of Members
Transfers, allotments and cancellations, written up with the instrument behind each movement.
Register of Directors
Appointments, resignations and changes to a director’s details, resolved and then entered.
Amendments to the constitution
A change to the Memorandum or Articles is resolved, then lodged.
Name and office changes
A new name is cleared before it is adopted, and a move of the registered office is notified once it is made.
How it runs
One date a year decides the rest, and we hold it
The government fee falls on 30 November for every IC, so the whole year is timed off one date. We hold it for you, prepare each filing, and come to you in good time for the figures and the signatures only you can give us.
We hold eleven of them, from formation to the day you close it. The only thing we need from you is an answer when we ask for one: the figures behind the yearly statement, or a confirmation when something about it changes.
3 to 7
Business days
From the day your checks clear to the day of incorporation.
1 + 1
Shareholder and director
Resident anywhere outside Samoa, and they may be the same person.
US$875
Packages from
One figure, quoted upfront, government fee included.
You do not have a company yet
The vehicle described on this page, formed from wherever you are. We run the checks, clear the name, prepare the Memorandum and Articles and hand you the register pack.
You already have a Samoa IC
Switch the trustee company behind one you already own. Name, registration number and filing record come with it intact, and the IC itself is not altered in any way.
Neither of those yet?
Your own tax position, your banking, or whether another vehicle suits you better. Answered in writing within one business day, at no charge.
Talk to a specialistFAQ
What people ask before they form a Samoa IC with us, and what they ask about running it afterwards. Anything not covered here, our experts will answer by message.
No. An international company in Samoa is set up from wherever you live, and no one has to appear in Apia at any stage. Identity checks, the Memorandum and Articles and the statutory registers are handled remotely, and the subscriber signs in Samoa on its behalf. The board may meet anywhere in the world or decide by written resolution, and the yearly meeting of members may be held in any country. The corporate kit reaches you by express courier.
The whole first year. Both packages carry the US$300 government fee, the trustee company and registered office for year one, name checks, preparation of the Memorandum and Articles, the Register of Members and Register of Directors, beneficial ownership records, your digital Certificate of Incorporation and courier delivery of the kit. Basic is US$875. Premium is US$1,499 and adds the company seal, incumbency and good standing papers and full legalisation of the set.
Yes. Every package includes assistance opening a multi-currency business account with Airwallex, so payments can go out and come in across several currencies soon after formation. If you want an account at a traditional bank as well, tell us the plan and where the customers are, and we will say frankly which institutions are worth an application. Whoever you approach, the decision rests with the bank, and we do not promise an outcome.
Twelve duties apply for life, and eleven of them sit inside your annual engagement with us at US$799 a year. Three fall every year: the flat US$300 government fee due on 30 November, a statement of financial position placed on the company's own file, and a meeting of the members held anywhere in the world. There is no annual return and no substance report. Your part is to answer when we ask, mostly for the figures behind the yearly statement.
Yes to both. Moving one to us means changing its trustee company, priced at US$350, with the annual engagement at US$799 a year from then on. Nothing on its file is altered by the switch: same name, same registration number, same record. If it has served its purpose, we advise on the cleanest way to end it, prepare the members' resolutions and the paperwork, settle what is owed and manage the process with the authorities on your behalf until it is dissolved.
No. What many people search for as a Samoa IBC is, in law, an International Company, and it is incorporated through a trustee company in Samoa and must keep one for as long as it exists, so there is no route that starts with you alone. What we add is advice on whether an IC is the right vehicle and which form fits, preparation of everything, management of the whole process on your behalf, and a team that stays with you afterwards.
One director and one shareholder, and the same person may hold both roles. There is no maximum on either. A director may live in any country, and the board never has to meet in Samoa. The shareholder must be outside Samoa: citizens, residents, anyone domiciled there and domestic companies are kept off the share register. Beneficial owners are identified with no percentage floor, so control counts as much as a holding, and the record stays with the trustee company rather than on a public file.
Yes. An IC may have a corporate director and a corporate shareholder, and either may be based in any country apart from Samoa itself, since domestic companies cannot hold its shares. That lets a parent own the IC outright or a group member sit on the board. For each corporate body we ask for its formation papers, Memorandum and Articles, registers of members and a current company search, plus identity papers for the individuals behind it, since owners are traced through each layer.
Nearly everything. Samoa sets no minimum capital and no minimum paid up amount, so one share is enough to begin. Shares may carry a par value, no par value, or a mix of both, in one class or several, and in the currency of any country other than Samoa. The yearly government fee is a flat US$300 whatever you authorise, so there is no fee band to plan around. Bearer shares are not allowed, so each share sits against a named holder in the Register of Members.
Yes to a secretary, and it comes with the package. Every International Company appoints one, and either a resident secretary or a resident agent must sit in Samoa. Only a trustee company, one of its officers or a wholly owned subsidiary may take that seat, so it is included from day one. You may appoint further secretaries anywhere. The registered office is the principal office of the trustee company, also included, so you lease nothing and employ nobody there. Management and the books may sit anywhere.
Because the International Company is built for business done outside Samoa, and the rule keeps it that way. Samoan citizens, residents, anyone domiciled there and domestic companies are kept off the share register, and the company may not trade with Samoan residents or domestic companies either. In return the IC is kept outside the Samoan charge on profits until the end of 2027, pays one flat yearly fee, and reports nothing on substance. A local shareholder would blur the line between the domestic economy and the offshore one, so the law rules it out.
Contact Us
Give our experts a short outline of your plan and they will tell you whether an IC fits, what it costs and how we would begin. No obligation attached.
A short selection of guides on the questions we hear most, from Samoa IC incorporation to running it year after year.
