Seychelles Business Company Legislation
International Business Companies are governed by the International Business Companies Act 1994 (Act 24 of 1994)
Time to Incorporate
Under normal circumstances, Seychelles IBC´s can be incorporated/registered within 2-3 working days.
Corporation Structure of a Seychelles IBC
- Only one director required – can be an individual or corporate
- Only one shareholder required – can be an individual or corporate
- A director can be a shareholder and vice versa
- No requirement for Seychelles residency for shareholder(s) and director(s)
- A secretary is not required
Confidential and Privacy
- The name or identity of the shareholder(s) or director(s) do not appear on the public record for IBC’s.
- Shareholder(s) and director(s) nominee services are allowed to ensure confidentiality of beneficiaries.
Capital Structure of a Seychelles IBC
- Shares can be issued with or without par value
- Shares may be issued in any legal currency or in more than one legal currency
- Shares may be paid up in cash or through the transfer of other assets or for other consideration
- Bearer shares are permitted
- The standard share capital is USD $5,000 or an equivalent in another recognizable currency
- The minimum paid in and issued capital may be one share
Seychelles International Business Companies are exempt from all taxes on income derived outside of the Seychelles.
Annual Financial Statement and Company Records
- There are no filings to the authorities in Seychelles after the Company has been incorporated
- A Shareholder and Director Register for the Company must be kept but need not be held in the Seyhelles
Meetings of Seychelles Shareholder(s) and Director(s)
- Meetings of shareholder(s) and/or director(s) are not required but if they are minutes should be taken.
- If a meeting is held it need not be in the Seychelles and participants can attend by telephone.
Doing business using a Seychelles IBC
- A Seychelles IBC can carry out any legal business and/or investment activity worldwide, they may not offer bank, insurance or trust services without prior authorization from the Seychelles International Business Authority.
- Generally Seychelles IBC´s cannot do business with Seychelles residents or corporations.
The Seychelles Incorporation package includes:
- First year government filing fees
- Certificate of Incorporation
- Memorandum and Articles of Association
- Nominee shareholder details (if required)
- Declaration of Trust from the nominee shareholder (if a nominee shareholder is required).
- Minutes of the first meeting of the founders
- Local Secretary, (first year)
- Registered office, (first year)
The company may not use a name identical or similar to an existing company so as to cause confusion. The use of the following words is also prohibited: Bank, Trust, Trustees, Insurance, Assurance, Reinsurance, Building Society, Savings, Loans, Chamber of Commerce, University, Municipal or equivalents in foreign languages. Names must end with one of the following suffixes or an abbreviation thereof:
- Limited or Ltd.
- Corporation or Corp.
- Incorporated or Inc.
- Society Anonyme or S.A.
- Sociedad Anonima or S.A.
- Besioten Vennootshcap or B.V.
- Gelleschafmit beschrankter Haftung or GmbH
- Naamloze Vennootshcap or NV
Any name implying a relationship with banking or insurance or company management industries- e.g. bank, financial, trust and insurance will need prior approval from the Registrar or application for a separate licence.