Reference: vfsc

In an effort to assist the Government in its decision to improve business start ups in Vanuatu, the Vanuatu Financial Services Commission (the “Commission”)
hereby issues this circular listing the requirements in relation to incorporation of
companies under the Companies Act [Cap 191]

1. Applicant or any person intending to register a company under the Companies Act [Cap 191] is required to do the following:
   1. Fill and submit a form for the Application for a Permit to form an Incorporated Company with or without Limited Liability in Vanuatu.The name of the beneficial owner MUST be provided. This form is available at the VFSC reception and also can be found on Schedule 1 of the Act.

   2. The Application must accompany 2 copies each of the Memorandum of Association & Articles of Association; and

   3. Submit another form which provides the Consent of people to act as directors of the company (FORM 12)

   4. List of Persons who have consented to be director of the Company (FORM 13)

   Forms are available for (a), (b) and (c) from VFSC website.
   
   
2. Application process can take up to 3 days as it requires the Minister of Finance for approval. Incorporation fee ranges from VT30, 000 to VT250, 000 depending on level of authorized capital.
   
   (Note: the practice requiring the file to go to the State Law Office prior to the Minister of Finance for approval has ceased).
   
   
3. After incorporation, Applicants must file the following with the Registrar of Companies within 14 days:
   1. Situation of Registered Office (Place of registered Office)(FORM 1).
      
      
   2. Particulars of directors and Secretaries (FORM 3)
      
      
4. 4.Within 21 days the following MUST be filed with the Registrar of Companies:
   1. The Return of allotment of company shares. (FORM 14)
      
      
5. No fee but penalties incurred for late filing but if no filing the company can be struck off.

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Last Updated on Friday, 22 July 2011 10:15