OFFSHORE COMPANY FORMATION
FREQUENTLY ASKED QUESTIONS
Offshore Company Formation and Maintenance
Registration of International Business Company (Offshore Company) in Seychelles
||Who is the Registrar of IBC's?
||What types of IBC's are allowed?
||How do I register an IBC?
||Are non-English language names permitted?
||What are Name endings to denote Limited Liability?
||How much will it cost to incorporate an IBC?
||Are bearer shares allowed and are corporate directors and shareholders allowed?
||Can the company have one director and one shareholder?
||Is it required to have Company Secretary and Local Directors or Local Shareholders?
||Are any Local Meetings required?
||Is it required to keep books and records and file accounts?
||Can an IBC operate from an office in Seychelles, and Maintain a foreign exchange bank account in Seychelles?
||Is confidentiality granted to IBC's and what information is public?
||Can an IBC invest in Seychelles?
||Is migration of domicile to and from Seychelles permitted?
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?
Q8. Can the company have one director and one shareholder?
Q9. Is it required to have Company Secretary and Local Directors or Local Shareholders?
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?
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