Registration of Company in Seychelles
Q1. Who is the Registrar of IBC's?
A1. Seychelles International Business Authority.
Q2. What types of IBC's are allowed?
A2. All IBC's that conduct their businesses outside Seychelles are
allowed, provided their business is not banking, insurance,
re-insurance or trust.
Q3. How do I register an IBC?
A3. You would need to do this through a locally licensed registered
agent and you could do this through International Corporate Agents
Limited - a licensed registered agent and trustee from 1996.
You would normally submit the name of the desired IBC to the agent
who would seek a name approval. This is granted instantly. Once the
Memorandum & Articles of Association of the company are presented to
the Registrar of IBC and these comply with the law, a certificate of
incorporation may be issued.
The Registrar's office is automated, which enables incorporation
to be done within 24 hours.
Q4. Are non-English language names
permitted?
A4. Yes, the name of a company may he expressed in any language but
where the name is not in a national language a translation and
transliteration of the name in English or French shall he given.
Q5. What are Name endings to denote Limited
Liability?
A5. "Limited", "Corporation", "Incorporated", "Sociutu Anonyme",
"Public Limited Company", "Berhad", "Proprietary",
"Aktiengesellschaft", "Besloten Vennootschap" and others or their
abbreviations. Other name endings such as NV, S.A.R.L., LLC, GmbH
may also be used.
Q6. How much will it cost to incorporate an
IBC?
A6. International Corporate Agents Limited has its own schedule of
fees to incorporate a company and these will depend on what levels
of services are required. What is legislated, however is that of the
incorporation fees for the Registrar. These are fixed as follows:
US$ 100 if authorised share capital does not exceed US$ 5,000;
US$ 300 if the authorised share capital exceeds US$ 5,000 but does
not exceed US$ 50,000;
US$ 1,000 if the authorised share capital exceeds US$ 50,000;
The annual renewal fee is the same as above. There is no
minimum share capital required and any currency may denominate the
share capital.
An important feature of the Seychelles IBC Act is that the
incorporation lees are fixed for life. In other words, even if the
annual renewal fees are increased in the future, a company
incorporated before such an increase came into effect will not be
affected adversely. If the fees were decreased, however, the same
company would be entitled to pay according to the decrease in fees.
All IBC's are subject to zero taxation in Seychelles.
Q7. Are bearer shares allowed and are
corporate directors and shareholders allowed?
A7. Yes.
Q8. Can the company have one director and
one shareholder?
A8. Yes.
Q9. Is it required to have Company
Secretary and Local Directors or Local Shareholders?
A9. No.
Q10. Are any Local Meetings required?
A10. No. The meetings can be held anywhere and whatever formats the
directors considered appropriate.
Q11. Is it required to keep books and
records and file accounts?
A11. Books and records must be kept for all companies, but these do
not have to be filed at the Registrar's office. The Registrar only
needs to know the address where such records are kept.
There are no annual requirements for auditing accounts and/or filing
annual return.
Q12. Can an IBC operate from an office in
Seychelles, and Maintain a foreign exchange bank account in
Seychelles?
A12. Yes, provided the office is used for making or maintaining
professional contact with counsel and attorneys, accountants,
bookkeepers, trust companies, management companies, investment
advisers or other similar persons carrying on business within
Seychelles or to prepare or maintain books and records of the
company within Seychelles.
All IBC's have automatic access to a foreign exchange bank account
in Seychelles should they wish to have one.
Q13. Is confidentiality granted to IBC's
and what information is public?
A13. There are no disclosures of beneficial owner, Register of
Directors and Register of Shareholders.
All proceedings in respect of civil matter involving an IBC shall be
heard by a Judge in Chambers.
The Registrar maintains only the copies of the Memorandum and
Articles of Association as well as copies of certificates of
incorporation good standing, change of name and other such
certificates.
Q14. Can an IBC invest in Seychelles?
A14. Yes and IBC may hold shares, debt obligations or other
securities in a domestic company in Seychelles. It may buy bonds or
other securities issued by the Government of Seychelles.
An IBC may also own or manage a vessel or aircraft registered in the
Seychelles.
Q15. Is migration of domicile to and from
Seychelles permitted?
A15. Yes.
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