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概述

Vanuatu is a great place for launching forex brokerage company due to its low capital requirements and variety of tax benefits.

公司注册与许可证申请: 4-6个月

最低实收资本: No minimum capital requirement.  Instead, government bond of approx. USD 50 000 is used.

概述

Vanuatu, officially the Republic of Vanuatu, is an archipelago in the South Pacific Ocean, east of Australia west of Fiji and North of New Zealand, consisting of a chain of 13 principals and many smaller islands.

To obtain a license it is required to incorporate a company. This process is comparatively fast.
Vanuatu offers high level of confidentiality for beneficiary owners, shareholders and officers. Furthermore, the company is exempted from capital gains, tax on profits and stamp duty after incorporation for 20 years.

Financial services in Vanuatu are regulated by Vanuatu Financial Services Commission (VFSC). Vanuatu is a great location for forex brokers with limited amount of resources because capital (or bond) requirements are relatively small.

Application for a Principal’s license or a Representative’s license is not expensive and basically requires to provide a set of basic information for the applicant. Also, it requires to confirm and to provide information of previous or existing activities related to financial services and additional information regarding any negative experience or records linked to the applicant. It enables to hold the applicant liable in case of any submitted false information or for activities that will be performed and overall, it regulates the issuance of Vanuatu forex license.

The forex brokerage license can be obtained based on Dealer’s in Securities (Licensing) Act [CAP 70]. An application can be made for a Dealers in Securities License under this act by a Vanuatu international company or by an individual, who is a Director / Officer of the company. Moreover, the clients can benefit from this license because it permits the holder to manage the portfolio of investments and to operate with securities (sell and buy) for the client or even on his behalf.

The Company should have a responsible Anti-Money Laundering officer, who is registered with the Financial Intelligence Unit in Vanuatu. This AML officer cannot be the director or take any other position within the Company. Alternate Anti-Money Laundering officer must be appointed as well.

As of 8 January 2019, Amendments of Financial Dealers Licensing Act came in force, dividing Principal’s license into Class A, Class B or Class C Principal’s License.

Class A Principal’s License: means to carry on or purport to carry on the business of dealing in any of the following securities:

  • *debenture stocks; or
  • *loan stock, bonds; or
  • *certificate of deposit; or
  • *proceeds of Foreign Exchange

Class B Principal’s License: means to carry on or purport to carry on the business of dealing in future contracts and derivative products but not limited to futures and options.

Class C Principal’s License: means to carry on or purport to carry on the business of dealing in any of the following securities:

  • *shares in share capital of a corporation; or
  • *proceeds of precious metals; or
  • *proceeds of commodities; or
  • *a right despite whether or not conferred by warrant, subscribe for shares or debt securities; or
  • *a right under depository receipt;
  • *an option to acquire or dispose of any security falling within any other provision of the Act; or
  • *a right under a contract for the acquisition of securities.

公司注册全面指南

一般信息

公司结构

  • *一个股东(也可以是法人,无国籍限制)
  • *仅需一名董事(只能是自然人,无国籍或居住限制)
  • *AML Officer
  • *Alternative AML officer

Requirements for Manager/-s or director/-s 

Must meet the following provisions:

  • *Must be only natural person/-s
  • *Shall normally reside for 6 months within each year in Vanuatu
  • *Must have at least 5 years’ experience dealing in securities and is competent to meet the obligation of a licensee as required by VFSC

保密性:

  • *实益拥有人的详细信息:不属于公共记录的一部分
  • *股东详情 – 非公开记录的一部分
  • *董事的详细信息:不属于公共记录的一部分

税务

  • *0% – For 20 years Vanuatu Forex brokerage companies are exempt from the Vanuatu local taxes on income derived outside of Vanuatu

会计和审计要求 

Financial statement must be prepared by an independent auditor and submitted 3 months after the anniversary date in accordance with the International Accounting Standard or other standard in agreement with the Commissioner.

The licensee must obtain the approval of the Commissioner prior to engaging an independent auditor.

The Commissioner may object to any engagement of an independent auditor if the Commissioner is satisfied that the proposed auditor is not suitable having regards to:

  • *The nature of the business carried on by the licensee; and
  • *The qualification, competence and integrity of the auditor

A licensee shall submit to the Commissioner a quarterly and annual reports outlining updated details which must include:

  • *Number of investors and amount of funds invested
  • *Number of products offered to investors detailing the number of each product offered
  • *Details on what jurisdiction the product was offered
  • *Details of vetting process of investors and criteria used
  • *Number of refusals and reasons for refusal
  • *Updated information on registered agent and office details
  • *Updated information on shareholders and beneficial owners
  • *Report of any complaints received from investors

注册代理人: 要求

Physical premise 

The company must operate from a physical premise located in Vanuatu, which maintains the following systems:

  • *A filing systems;
  • *A management and accounting system;
  • *A business continuity system;
  • *A software system and server*

*As a kind reminder, this does not allow the Licensees incorporated as an International Company to operate activities in Vanuatu. An International company cannot sale any products or services within Vanuatu.

Insurance / Professional indemnity cover 

A license must have adequate insurance cover, including professional indemnity insurance indemnity for partners and employees, former partners and employees, and consultants, to serve as a protection for the investor’s funds in the event of financial loss. Professional Indemnity Cover is a general professional insurance linked to the activity of the company and covering the company. Professional Indemnity cover is a separate document that must be produced. The minimum insurance cover for each licensee is VT 5.000.000 for each claim with an aggregate cover of not less than VT 50.000.000 and a maximum deductible amount of VT 500.000.

公司名称

  • 语言: 任何
  • ▪ 字母: 任何
  • ▪ 公司名称必须以以下后缀或其缩写结尾: 有限公司、公司、股份有限公司、匿名公司(Societe Anonyme)、匿名合资公司(Sociedad Anonima)、私人有限公司(Sendirian Berhad)、有限责任公司(Societe a Responsabilite Limitee)、私营有限责任公司(Besloten Vennootschap)、有限责任公司(Gesellschaft mit beschrankter Haftung)。国际公司可以使用广泛被国际接受的缩写词作为后缀,以表示其有限责任。
  • ▪ 需要许可或批准的名称: 银行、建筑协会、保险、再保险、基金管理、投资基金、信托、受托人、金融

注意

  • ▪ 公司名称的限制性连接: 国家、民族或地方政府的名称。
  • ▪Any name that implies illegal activity or implies royal or government patronage is restricted
  • ▪ 注册处可拒绝任何被认为不合适或违背公共利益的名称。
  • ▪ 公司名称不得与现有公司名称相同或相似。
  • ▪In case when foreign language is used for company name the translation must be provided to Registrar which will ensure conformity to above listed restrictions

为了获得许可证,将进行以下步骤:

  • *Registration of a Vanuatu company
  • *Preparation of all necessary documents for VFSC and submission of the documents
  • *起草公司的反洗钱程序和商业计划
  • *Finalizing the steps with the VFSC for the receipt of license
  • *Account opening for operational purposes

为了获得许可证, Offshorelicense 将填写所有必要的申请表格,并且获取认证过的公司文件。 

因此,请提供以下文件给我们。

For bank

(每位受益所有人、股东、董事、授权签字人和公司秘书必须提供)

  • *有效护照的公证副本
  • *一份居住地址证明的复印件(例如:不超过三个月的水电账单),需要是英文版本或翻译成英文版本。
  • Bank statement for the last 3 months
  • 公证的银行、律师或会计师推荐信副本

For local regulatory authority

(每位受益所有人、股东、董事、授权签字人和公司秘书必须提供)

  • *CV of the director / shareholder dated and signed, showing at least 5 years on related experience in fund management securities and investment

  • * A notarized copy of valid passport (an English translation of the certification)

  • *A notarized copy of proof of residential address (ex. utility bill that is not older than 3 months) (an English translation of the certification)

  • *Independent references confirming CV and showing at least 5 years on related experience in fund management securities and investment (x2)

  • *Criminal record from the native country of the applicant and notarized translation of it into English (if needed)

  • *Notarized copies of university Diplomas in English, certified transcripts

  • *A second ID of the shareholder(s) / director(s)

  • *Professional letter / bank reference on director / shareholder (x2)

  • *Bank statement proving the source of funds

For AML Officer

  • *CV of the director / shareholder dated and signed
  • *Notarized / certified copy of passport (an English translation of the certification)
  • *Notarized / certified utility bill in English
  • *Professional letter / bank reference on director / shareholder (x2)
  • *Notarized copy of a University Diploma in English
  • *Criminal record from the native country of the applicant and notarized translation of it into English (if needed)
  • *A second ID of the shareholder(s) / director(s)

注意

  • 如果文件不是英文或该国的官方语言,则必须附上经过公证的翻译。
  • 请确保公证书是英文的,如果不是,请提供经过公证的英文翻译。

监管机构或当地银行在任何时候可能会要求提供额外的文件以认证特定信息。

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