International Business Companies registered in the Seychelles are incorporated under the International Business Corporation Act, 1994. Under this Act, an IBC enjoys a number of benefits such as:

• No trade restrictions - the IBC's are free to conduct business on an international scale, with no restrictions as to the nature of the business itself.
• Exemption from all kinds of taxation for owners and employees (zero percent (0%) tax rate)
• Anonymity of company details
• Minimum compliance requirements at time of company registration
• Zero ongoing compliance requirements

An IBC is allowed to conduct the following activities within the Seychelles:

• Conduct directors' or shareholders' meetings
• Lease real estate
• Rent buildings for office use
• Establish professional contacts with attorneys, accountants, consultants, advisors and other similar individuals or companies
• Open and maintain bank accounts
• Maintain company registers and records
• Hold bonds, treasury bills and other securities issued by the Seychelles government
• Hold shares of any other Seychelles company
• Hold and issue shares in any currency
• A resident of Seychelles may hold shares of a Seychelles based IBC
• Own a Seychelles registered Vessel or air craft

Restrictions on International Business Companies in the Seychelles:

• Conducting business activities (other than those listed above) with residents of the Seychelles; however business transactions can be conducted with other offshore companies registered in the Seychelles
• Providing addresses for registration purposes to other companies
• Providing services of Registration Agent(s) to other IBC's registered in the Seychelles
• Unless licensed to do so, an IBC may not provide the following financial services to individuals or other companies: banking or trust formation, insurance or reinsurance services, company management services
• Owning real estate property in the Seychelles

Information regarding placement of an order for IBC formation in the Seychelles is available here. For further inquiries, please contact info@o-c.com

SEYCHELLES IBC FORMATION:

• Requirements for incorporation in the Seychelles (including the registration price)
• Annual maintenance cost for an IBC
• Apostille
• Legislative language
• Compliance regulations for IBC's
• Reporting requirements
• Company share capital
• Taxation laws
• Double taxation treaties
• Foreign exchange control
• Beneficial owners
  

REQUIREMENTS FOR INCORPORATION IN THE SEYCHELLES:
In order to incorporate an IBC in the Seychelles, the following conditions must be satisfied:

1. Company director: At least one company Director (who is eligible to act as a shareholder as well) must be appointed. A company secretary may or may not be appointed, as there is no mandatory requirement for appointing a company secretary.
2. Company agent: A registered local agent in the Seychelles must represent the business. The local agent interfaces with the Government or incorporation authority on behalf of the owners.
3. Registered address: A registered postal address in the Seychelles must be provided at the time of incorporation. This same address is used as the contact address for the Registered Agent.
4. Documentation: The company's Certificate of Incorporation, Articles of Association and Memorandum of Association have to be submitted to the Companies Registry. No other documents are required for incorporation. The identities of the directors and shareholders need not be mentioned in these documents. The incorporation authorities do not require any personal information to incorporate an IBC.
5. Company Seal: An IBC registered in Seychelles is required to have a common company seal, whose imprint must be kept at the registered office of the IBC in The Seychelles. Offshore Center provides the Company Seal at no extra charge to its customers.

These are the only requirements for IBC incorporation in the Seychelles. Since there are no ongoing compliance requirements for Seychelles IBC's, changes to company details need not be reported to Companies Registry once an IBC has been incorporated.

Offshore Center IBC registration package details

a. Package breakdown:

Offshore Center offers customers complete assistance in registering International Business Companies in Seychelles. The company formation service can be purchased for £500 only. This package includes:

• Company Incorporation fee
• Registered Address
• Registered / Local Agent’s fee
• Apostille (a legal document required for incorporating in the Seychelles)
• Company Seal (a legal requirement for incorporating in the Seychelles)

Company formation in the Seychelles takes approximately 3 – 4 working days.

b. Necessary information:

The customers have to disclose their personal details to Offshore Center for purpose of record keeping only. These details are not disclosed to any incorporation authority.

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ANNUAL MAINTENANCE COST FOR AN IBC
The annual cost of maintenance for an IBC through Offshore Center is £500. It includes the following:

• Registered Agent Fee
• Registered Address Fee
• Annual License Fee

IBC Transfer

An administrative fee of £200 will be charged in case of transfer of an IBC maintained by Offshore Center to a different registered agent.

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APOSTILLE
An Apostille is a legal document required to incorporate an International Business Company in the Seychelles. It is required to legalize incorporation documents. Offshore Center provides an Apostille (cost included in the registration price) to all its customers at the time of company formation.

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LEGISLATIVE LANGUAGE
All necessary incorporation documents for International Business Companies registered in the Seychelles must be either in English or in French. However, the company name can be in any language. In this case a translated copy of company name must be attached with the company formation documents.

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NAMING THE IBC
International Business Companies incorporated in the Seychelles are subject to certain name restrictions, such as:

1. Language of the name: The documentation, however, has to be in the official languages of the Seychelles (English or French). If the company name is in a language other than these, then a translation of the name (in English or in French) must be mentioned in the registration documents. This ensures that a sensitive or restricted name is not used inadvertently.
2. Similar or identical names: If a company name is identical or very similar to the name of any other existing company, then it cannot be used for incorporating a new company.
3. Names requiring approval: Certain company names can only be used after being approved by the Royal Family or the Government of the Seychelles. These are the restricted names, which cannot be used without prior approval. If such a name is used for incorporating an IBC, then a letter of approval from the relevant authorities must be attached with the incorporation documents.
4. Suffix to indicate limited liability: The name of an IBC has to be appended with a suffix to indicate that it is a limited liability company. Any one of the following suffixes may be used for this purpose:
   
   Limited or Ltd
   Corporation or Corp
   Incorporation or Inc
   Sociètè Anonyme or Sociedad Anonim or SA
   Public Limited Company or PLC
   Société à Responsabilité Limitée or S.àr.l
   Berhad or Bhd
   Proprietary or Pty
   Namloze Vennootschap or N.V
   Besloten Vennootschap or B.V
   Aktiengesellschaft or A.G.
   Limited Life Company or LLC
   Spolecnost s. rvcenin omezenym or S.R.O.
   Limita or LTDA.
   Compagnie or CIE
   Company or CO.
   Società per Azioni or S.P.A. Societè par action or S.a.r.l.
   Részvény Társaság or (R.T.)
   Osakkeyhtiä or Oy
   Részvénytársaság or Rt
   Akciová spole nost or Akciová spolo nos or a.s.
   Dioni ko društvo or d.d.
   Delniska druzba or D.D.
   Aktsionernoye Obschestvo or A.O.
   Osakeyhtiö or OY
   Anstalt or Est
   Gesellschaft mit beschränkter Haftung or GmbH
   Anpartsselskab or ApS
   Aktieselskab or A/S
   Società a responsabilità Limitada or S.r.l.
   Sociedad Limitada or S.L.
   Spóka Akcyjna or S.A
   Spólka z organiczon odpowiezialno co or Sp.z
   Private limited company or o.o.
   Close Corporation or CC
   (Proprietary) Limited or (Pty) Ltd
   Eteria periorismenis efthynis or E.P.E.
   Societe, a Responosabilité Limitée or S.A.R.L.
   
   
5. Names with Chinese characters: Company names with Chinese characters are valid and can be incorporated.
6. Names requiring license or approval: Certain names require a license or approval for incorporation. Foreign language equivalents of these names also require a license or approval. The names are as follows:
   
   Assurance
   Bank
   Building Society
   Chamber of Commerce
   Trust
   Chartered
   Cooperative
   Imperial
   Insurance
   Reinsurance
   Surety
   Casualty
   Indemnity
   Guarantee
   Municipal
   Foundation
   Trust Corporation
   Trustee Company
   Trustee
   Savings
   Savings and Loan
   Underwriting
   

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COMPLIANCE REQUIREMENTS FOR IBC's
IBC's in the Seychelles have very lenient compliance requirements, which are as follows:

COMPANY DIRECTORS
At least one Director must be appointed to incorporate an International Business Company. This director can be an individual or company. There are no nationality and residence restrictions for company directorship.

COMPANY SECRETARY
Appointing a company secretary is not a mandatory requirement for incorporating an IBC. A sole director (also acting as a shareholder) can incorporate an IBC. If appointed, the secretary may be an individual or company. There are no nationality or residence restrictions for company secretaries.

COMPANY SHAREHOLDERS
At least one shareholder (either an individual or a company), is required for incorporating an IBC. The Director can also act as the shareholder. There are no nationality or residence restrictions for company shareholders. Even a Seychelles resident may hold shares of a Seychelles registered IBC.

COMPANY MEETINGS
When and how company meetings are conducted is at the discretion of the owners. IBC's are not bound by law to hold Annual General Meetings (AGM). Directors or shareholders meetings need not be held on a regular basis. Board meetings can be held anywhere in the world; holding them in the Seychelles is not mandatory.
Attendees may or may not be physically present during meetings. Meetings can be conducted over the phone or utilizing any other electronic medium such as the Internet.

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REPORTING REQUIREMENTS
An IBC registered in the Seychelles enjoys lenient reporting requirements, such as:

1. Company accounts and auditing: Preparation and disclosure of financial statements and company accounts is not a mandatory requirement for an IBC. An offshore company's finances enjoy complete protection from financial scrutiny of any kind. There is no need to hire auditing services. However, company directors can maintain accounts and records needed for their own use anywhere in the world.
2. Annual returns: An IBC is not required to file annual returns.
3. Registers of company directors, officers and shareholders: Registers of directors and officers need not be maintained by an IBC. If prepared, the registers may or may not be maintained at the registered address of the IBC in the Seychelles. However, the registers of the shareholders must be maintained at the registered address of the IBC in the Seychelles.

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COMPANY'S SHARE CAPITAL
The International Business Corporation Act, 1994 provides the following flexibility in terms of an IBC's authorized and issued share capital status.

Authorized share capital: The authorized share capital is the amount invested by the shareholder(s) at the time of starting a business. There are no minimum or maximum limits for the authorized share capital. Offshore Center can incorporate an IBC in the Seychelles for as less as one share. The share capital can be in any currency or in more than one currency. It need not be in Rupee (official currency of the Seychelles), USD or GBP even.

Issued share capital: The issued share capital is the amount of shares issued by a company. Issued share capital is not a requirement for an IBC. An IBC may or may not issue shares at the discretion of the directors. However, if shares are issued, the amount must be paid in full. Shares can be issued for considerations other than cash such as services, properties, shares of another company, etc.
The minimum issued capital may also be only one share with or without par value. Payment of minimum capital is not required. However, if paid, the minimum capital can be one fully paid share.
An IBC is allowed to buy back (redeem) its shares, which may be either cancelled or kept as treasury shares.

Classes of shares
An IBC can have the following types of shares:

• Registered Shares
• Bearer Shares
• Shares of No Par Value
• Redeemable Shares
• Preference Shares
• Shares with or without Voting Rights

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TAXATION LAWS
International Business Companies enjoy complete exemption from all provisions of the Seychelles Income Tax Act. Neither the company nor its employees have to pay any kind of taxes. Non-residents of the Seychelles are exempt from the income tax payable on dividends, interest, rents, royalties, compensations as well as on other amounts which are paid to an individual by an IBC. There are no capital gains taxes, inheritance taxes or death duties to be paid by an International Business Company and its directors in the Seychelles.

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DOUBLE TAXATION TREATIES
The Seychelles currently have Double Taxation Treaties with China, South Africa and Indonesia. Double taxation treaties with Thailand and Zimbabwe have also been signed but not yet ratified and implemented.

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FOREIGN EXCHANGE CONTROL
There are no foreign exchange controls or restrictions in the Seychelles for an offshore company. Funds can be easily transferred to and from the Seychelles.

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BENEFICIAL OWNERS
IBC's registered in the Seychelles are allowed to have beneficial owners. Their identities need not be disclosed publicly. Shares may be also held by a nominee shareholder on the behalf of a beneficial owner.

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