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Seychelles company formation

The Seychelles comprise a group of 155 separate islands in the Indian Ocean. The population is approximately 95,000. The capital is Victoria and local time is 3 hours ahead of Central European Time. Official languages are Seychellois Creole, English and French. The local currency is the Seychelles rupee. The Seychelles is a member of the Commonwealth, the Southern African Development Community,  the Indian Ocean Commission and the Indian Ocean Rim Association. The official body responsible for Seychelles IBC formation and the maintenance of company records is the Registrar.

Seychelles IBC (International Business Company)

Legal system

The Seychelles legal system is a hybrid of Civil Law and English Common Law.

Governing legislation

Seychelles IBC formation is governed by the International Business Companies Act of 1994, as amended.

Company activities

A Seychelles IBC may not do business nor hold property within the Seychelles. It is also not permitted to carry on banking, trust or insurance business nor to act as a provider of registered office address to other companies. All other activities are allowed.

Seychelles IBC formation timeframe

A Seychelles IBC can normally be registered within 1 to 3 days. Alternatively, shelf companies (whose names may be changed if required) are available if an immediate incorporation is needed.

Redomiciliation

Local legislation allows a Seychelles IBC to continue as a company registered in another jurisdiction and also for a foreign company to become registered and continue as a Seychelles IBC if permitted by its own governing legislation.

Information held on public record

The only information which is held by the Registrar and which is available for public inspection is the company’s memorandum and articles of association, along with details of its registered agent and registered office address.

 

A copy of the register of directors is filed with the Financial Services Authority but is not available to the public.

Company name

The name of a Seychelles IBC may be in any language, provided it is expressed in Roman characters. Its limited liability status must be indicated using the words “Limited”, “Corporation”, “Incorporated”, “Société Anonyme”, “Sociedad Anonima” or the abbreviations “Ltd”, “Corp”, “Inc” or “SA”.

Share capital

The share capital may be denominated in any currency, normally in US dollars ($) or Euros (€). At least one share must be issued at the time of the Seychelles IBC incorporation. Bearer shares are not allowed.

Shareholders

A Seychelles IBC must have at least one shareholder, who may be either a natural person or another company. The use of nominee shareholders is possible.

Directors

At least one director must be appointed at the time of the Seychelles IBC formation, who may be either a natural person or another company. The directors may be resident anywhere in the world and professional directors are possible. The same person may be a sole director and shareholder.

Shareholder and director meetings

Meetings of the shareholders and the directors may be held anywhere in the world. Meetings by telephone conference are permitted. An annual general meeting (AGM) of the shareholders is recommended but not mandatory.

Registered office

A registered office must be maintained in the Seychelles, where the registers of directors and shareholders will be kept. In addition, a copy of a board resolution must be kept at the registered office, showing the address where the company’s financial records and the minutes of the directors’ and shareholders’ meetings are located.

Company secretary

A company secretary may optionally be appointed, who may be a natural person or a company, resident in any country. The same person may act as the company’s sole shareholder, director and secretary.

Financial statements

While a Seychelles IBC is not obliged to prepare financial statements, it must maintain sufficient accounting records which would allow it to produce financial statements if required. The location of these accounting records needs to be notified to the registered agent.

Annual filing requirements

A Seychelles IBC is not subject to any annual filing requirements.

Taxation

Seychelles IBCs are fully exempt of all taxes.

Double tax treaties

While the Seychelles government has signed a number of double tax treaties with other countries, a Seychelles IBC is not eligible to benefit from these. Only Seychelles resident companies can enjoy double tax treaty benefits.

Other considerations

A Seychelles IBC is a convenient company for activities such as holding investments, providing consulting services and conducting an e-commerce business.

Incorporation cost

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