TRUSTEE COMPANIES ACT 1987
This Act provides for a company incorporated as a domestic company to be registered to carry on business as a trustee company, servicing only non-residents of Samoa.
Application for registration is made to the Minister of Finance through the Registrar of International and Foreign Companies with the prescribed fee. If its head office or registered office is outside Samoa, it must designate a principal office in Samoa and two authorised agents who are subject, in their personal capacity to the jurisdiction of Samoa.
A trustee company must have an aggregate of capital issued and paid up in cash or unimpaired reserves of not less than SAT$500,000 (approx. US$170,000) or its equivalent in any approved currency.
Accounts and Audit
The accounts of a trustee company must be audited at least once in every year and a copy of the auditor’s report submitted to the Registrar within 6 months of the end of the company’s financial year, together with an annual report.
Transfer of Shares
A trustee company may not issue bearer shares or share warrants to bearer. Nor can it issue or legally or beneficially transfer any of its shares or securities without the prior written approval of the Minister.
Cancellation of Licence
A trustee company’s licence may be cancelled if it has contravened or failed to comply with any condition of registration; is in breach of any provisions of the Act; has contravened any other law which imposes duties or obligations upon it or it has committed a criminal offence anywhere, and the Minister considers that it is undesirable that it should continue to be registered. The company has a right to appeal to the Court against a decision to cancel its licence.
Powers of a Trustee and Rights of Delegation
The Act further outlines the powers of a trustee company to act as an executor or as an administrator of a deceased person’s estate, as a sole or joint trustee or agent of a trust. It also sets out the rights of an executor or trustee to delegate to a trustee company such of their powers as they may lawfully delegate and the rights of the trustee company to delegate its functions to a director or the secretary of the company.
Wholly Owned Subsidiaries may act as Trustee
A wholly owned subsidiary, with the written approval of the Minister of Finance and for the purposes of the trustee company’s business may be nominated to act as trustee or nominee in the provision of services under the International Companies Act and such subsidiary company shall not be required to be registered as a trustee company provided it remains wholly controlled and owned by the trustee company.
Trust Monies to be kept Separate
All monies paid to a trustee company under a trust must be held separate from its own monies and in trust for the purpose for which it was paid.
A trustee company may be granted a certificate of pioneer status where in the opinion of the Minister its activities have been or are likely to be of exceptional benefit to the development of the offshore finance centre in its promotion development or the furtherance of the purposes of any of the Offshore Centres Acts. The holder of a certificate of pioneer status enjoys tax exemptions for up to 5 years.