How to Set Up a Company in Vanuatu: Costs, Benefits and Registration Guide

Known for its strategic location, favorable tax regime, and business-friendly policies, Vanuatu has become one of the most attractive destinations in the Pacific for entrepreneurs and foreign investors looking to set up a business.

Companies can be incorporated quickly through licensed agents, with required documents submitted electronically, making the process efficient, accessible, and straightforward for both local and offshore ventures.

This article will explain the process of setting up a company in Vanuatu, from the different types of companies you can register in Vanuatu, outline the step-by-step process for incorporation, to the costs and timelines involved, and cover important post-registration requirements.

It will also highlight the tax and compliance advantages that make Vanuatu a popular choice for international companies.

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La información contenida en este artículo es meramente orientativa. No constituye asesoramiento financiero, jurídico o fiscal, ni una recomendación o solicitud de inversión. Algunos hechos pueden haber cambiado desde el momento de su redacción.

Why Open a Business in Vanuatu?

Vanuatu stands out in the global business landscape because of its combination of flexibility, tax incentives, and confidentiality. Here are the key reasons why many investors and entrepreneurs choose the country as their base of operations:

• Tax Benefits: International companies in Vanuatu enjoy zero corporate tax, no capital gains tax, and no withholding tax. This makes it one of the most attractive low-tax jurisdictions in the world.
• Fast and Simple Incorporation: Company registration can often be completed within 5–10 business days, with offshore international companies sometimes incorporated in just 2–3 days.
• Strategic Location and Stability: Located in the South Pacific, Vanuatu is well-positioned for international trade and investment, while its regulatory framework is designed to support foreign business.

Minimal Compliance Requirements

• International Companies (ICs) are not required to hold annual general meetings, or maintain detailed records in Vanuatu. This reduces ongoing administrative burden.
• Local Companies under the Companies Act do have more obligations, such as annual return filings, business licenses, and VAT if their turnover exceeds VT 4 million.
• Overseas Companies must file an annual return for overseas companies and comply with both VFSC rules and foreign investment laws.

Confidentiality and Privacy

• Shareholder and director details of International Companies are not made public.
• This provides a layer of confidentiality often sought by international investors, while still being regulated under VFSC oversight.

Flexibility of Ownership

• Only one director and one shareholder are required to form a company.
• Both can be non-residents, making Vanuatu one of the most flexible jurisdictions for foreign-controlled entities.

Together, these advantages make Vanuatu not only a cost-effective option but also a practical jurisdiction for entrepreneurs seeking efficiency, privacy, and a favorable tax environment.

How to Register a Company in Vanuatu: Step-by-Step Process

Setting up a company in Vanuatu is relatively straightforward, but the exact steps depend on whether you are a local or foreign investor. Below is the standard process for incorporation:

1. Reserve a Company Name

• Submit your proposed company name to the Vanuatu Financial Services Commission (VFSC).
• The VFSC checks availability and, if approved, reserves the name.
• A small fee applies (around VT 2,000).

2. Apply for Foreign Investment Approval (if applicable)

• Foreign investors must obtain a Foreign Investment Application Certificate (FIAC) from the Vanuatu Investment Promotion Authority (VIPA).
• This is required before you can incorporate.
• Costs: about VT 120,000 for the first year, then VT 30,000 annually.
• Processing time: around 15 business days.

3. Prepare Incorporation Documents

You will need to provide:

• Memorandum and Articles of Association
• Details of directors and shareholders (passport copies and proof of address if foreign)
• Registered office address in Vanuatu
• Any required due diligence or compliance documents

4. Submit Incorporation Application to VFSC

• File the documents with the VFSC, either online or through a licensed agent.
• Pay the incorporation fee, which varies by company type.
• Processing time: usually 5–10 business days for standard companies, and as little as 2–3 days for international (offshore) companies.

5. Receive Certificate of Incorporation

• Once approved, the VFSC issues your Certificate of Incorporation, confirming the company’s legal existence.
• At this point, your company is officially registered in Vanuatu.

Post-Incorporation Requirements in Vanuatu

After incorporating a company in Vanuatu, you must complete post-incorporation requirements including registering a business name, obtaining a business license, and registering for VAT if applicable.

1. Register a Business Name (if different from company name)

• If your trading name is not the same as your registered company name, you must register it separately with the VFSC.
• Fees: VT 10,000 for online registration; VT 12,000 if filed in paper.
• Processing is usually completed within one day.

2. Obtain a Business License

• All businesses in Vanuatu must hold a Business License from the Rates & Taxes Office under the Customs and Inland Revenue Department.
• The cost depends on your activity and projected turnover, ranging from VT 20,000 to over VT 1,000,000 annually.
• Processing time: around 5 business days.

3. Register for VAT (if required)

• Compulsory if your annual turnover will exceed VT 4 million.
• Registration is free and usually processed within 3 working days.
• VAT returns must be filed regularly once registered.

4. Register as an Employer with VNPF

• If you hire employees, you must register with the Vanuatu National Provident Fund (VNPF) within 7 days of hiring.
• This ensures social security contributions are paid.
• Registration itself is free.

5. Open a Corporate Bank Account

• While not legally required for incorporation, a local or international bank account is essential for operations.
• Banks in Vanuatu require due diligence: certified passports, proof of address, company documents, and in some cases, a business plan.
• Processing time is usually up to 4 weeks, though some agents can facilitate remote account opening.

How much does it cost to register a company in Vanuatu?

First-year costs to register a company in Vanuatu typically starts at around VT 32,000 for a standard local company, including incorporation fees and name reservation.

Overall, the cost and speed of incorporation depend on the type of company and whether you are a foreign investor. Below is what you can expect:

• Name reservation: around VT 2,000.
• Incorporation fees (VFSC): start from VT 30,000 for a standard company, higher for complex structures.
• Foreign Investment Certificate (FIAC, for foreigners): VT 120,000 for the first year; VT 30,000 annually thereafter.
• Business License: VT 20,000 to over VT 1,000,000 annually, depending on industry and turnover.
• Business name registration: VT 10,000 online / VT 12,000 paper.
• Professional or agent fees: vary widely, but many investors use licensed agents to handle the process, which adds to the total cost.

How long does it take to set up a company in Vanuatu?

If you are a local investor, you can have a company fully incorporated and licensed in 2–3 weeks. If you are a foreign investor, the FIAC adds extra processing time, so expect 3–4 weeks total.

• Name reservation: 1–2 business days.
• FIAC approval: about 15 business days.
• Company incorporation (VFSC): 5–10 business days for standard companies; 2–3 business days for International Companies (offshore).
• Business License: 5 business days.
• VAT registration: 3 business days.
• VNPF registration: within 7 days of hiring employees.

Doing Business in Vanuatu: Do you pay tax in Vanuatu?

No. One of the main reasons investors look to Vanuatu is its favorable tax environment. The country has positioned itself as a low-tax jurisdiction, especially for international companies.

Key Tax Advantages of Vanuatu

• No corporate income tax: Companies, especially international companies, are exempt from corporate tax.
• No capital gains tax: Profits from selling assets are not taxed.
• No withholding tax: Dividends, royalties, and interest can be paid without deductions.
• No inheritance or estate taxes: Useful for wealth structuring and asset protection.

These benefits make Vanuatu especially attractive for offshore businesses, holding companies, and international trading operations.

How to Open a Bank Account in Vanuatu

Once your company is incorporated, you will need a corporate bank account to manage payments and operations. This typically involves submitting incorporation documents, identification for directors and shareholders, and proof of business address.

Vanuatu’s banking sector is small but functional, with major institutions such as ANZ Vanuatu, BRED Bank Vanuatu, and the National Bank of Vanuatu (NBV) serving both local and foreign-owned companies.

Requirements for Opening an Account

Vanuatu banks follow strict anti–money laundering (AML) and know-your-customer (KYC) rules. Be prepared to provide:

• Company documents: Certificate of Incorporation, Memorandum and Articles of Association, register of directors and shareholders.
• Proof of compliance: Business license, VAT registration (if applicable), and FIAC certificate for foreign-owned companies.
• Director and shareholder identification: Certified passport copies and recent proof of address for all directors and ultimate beneficial owners.
• Business plan and activity details: Outline of expected transactions, counterparties, and revenue sources. Supporting contracts or invoices are often requested.

Application Process

1. Pre-screening: Contact the bank’s business team to confirm eligibility.
2. Application submission: File application forms and the full KYC package.
3. Compliance revise: The bank’s compliance department may request additional documents or clarifications.
4. Account activation: Once approved, account details are issued and online banking is set up.

Account approval can take 2–4 weeks, depending on the completeness of your documents and the bank’s internal review.

Some banks require an in-person meeting, while others may allow remote onboarding through a licensed local agent.

Payment and Currency Options

• Vanuatu banks support SWIFT international transfers, making them suitable for offshore trade.
• Larger banks like ANZ and BRED maintain correspondent banking links for cross-border payments.
• Accounts are generally available in Vanuatu vatu (VT), Australian dollars (AUD), and US dollars (USD).

If a local account cannot be opened, some companies maintain accounts in nearby financial hubs while using Vanuatu as their incorporation base. Licensed agents in Vanuatu also offer assistance with introductions to banks and account setup.

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