Jurisdictions: Seychelles

Background | Company Formation | Shares, Taxation and other matters | Management Structure | Corporate Highlights

BACKGROUND

Introduction The Seychelles group of islands in the Indian Ocean comprises over one hundred named islands, most being situated between four and five degrees south of the equator. The largest island is Mahé..

POPULATION
The Seychelles has a population of around 80,000, descended primarily from French settlers, Africans, British sailors and traders from India, China and the Middle East.

POLITICAL STRUCTURE
Discovery of the Islands is credited to the Portuguese explorer Vasco de Gama. The first French settlement was established on St. Anne Island on the 27th August 1770. In 1814 the Seychelles, along with Mauritius, were ceded to Great Britain under the terms of the Treaty of Paris. It was only in 1960 that the first gradual constitutional reforms were introduced The Head of State is the President and a National Assembly of directly elected Members heads the legislative side of Government. Seychelles is an independent republic within the British Commonwealth.

INFRASTRUCTURE AND ECONOMY

The Seychelles economy is primarily tourism and fishing based. Industrial fishing is on the increase. The rapidly expanding financial sector, linked to the establishment of the Seychelles International Business Authority and a suite of progressive laws facilitating the establishment of offshore structures and encouraging inward investment, is now a significant element of the economy.

An ever-increasing number of international banks and insurance companies have established either branches or subsidiaries whom, together with local management, accounting and legal firms provide clients with support. The Port of Victoria is well equipped with modern cargo handling equipment and has more than 6,000 square metres of covered storage space.

The Seychelles International Airport is one of the finest in the Indian Ocean region. In addition to the national flag carrier, Air Seychelles, the airport is served by a number of other airlines.

LANGUAGE
The official languages are English, French and Creole. Creole is spoken widely. English is the main language of business.

CURRENCY
Seychelles Rupee.

EXCHANGE CONTROL
Exchange controls do not apply to “offshore” business.

TYPE OF LAW
Based on English Common Law and French Civil Law.

PRINCIPAL CORPORATE LEGISLATION
The International Business Companies Act 1994.

COMPANY FORMATION (Back)

TYPE OF COMPANY FOR INTERNATIONAL HOLDING, TRADE AND INVESTMENT
International Business Companies.

PROCEDURE TO INCORPORATE
Filing of Memorandum of Incorporation at the Registry. The Articles of Association can be filed either at the same time or within 30 days of incorporation.

RESTRICTIONS ON TRADING
Cannot trade within the Seychelles or own real estate there. Cannot undertake the business of banking, insurance, assurance, reinsurance, fund management, asset management (other than the company’s own assets) or any other activity that would suggest an association with the banking and insurance industries. A Seychelles IBC cannot provide registered office facilities in the Seychelles, or sell its shares to the public.

POWERS OF COMPANY
A Seychelles incorporated Company has the same powers as a natural person.

LANGUAGE OF LEGISLATION AND CORPORATE DOCUMENTS
The name can be in any language, but must be accompanied by a translation in English or French. The documentation will either be in English, or it is possible to have bilingual documentation in English and Chinese or any other language accompanied by a translation in English or French.

REGISTERED OFFICE REQUIRED
Yes, must be maintained in the Seychelles at the office of a licensed management company.

SHELF COMPANIES AVAILABLE
Yes

TIME TO INCORPORATE
Two days, but allow ten working days for receipt of documentation.

NAME RESTRICTIONS
Anything identical or similar to a company already incorporated. Anything that implies patronage of the Seychelles, or any other government, insurance, royal, imperial or any other name that may imply that a company intends to undertake a licensable or undesirable activity.

SUFFIXES TO DENOTE LIMITED LIABILITY
The name of an IBC must end in one of the following: Limited, Corporation, Incorporated, Société Anonyme or their abbreviations. A wide variety of other suffixes such as BV, GmbH, and SARL may also be used.

DISCLOSURE OF BENEFICIAL OWNERSHIP TO AUTHORITIES
No.

SHARES, TAXATION AND OTHER MATTERS (Back)

AUTHORIZED AND ISSUED SHARE CAPITAL
Seychelles IBCs are normally incorporated with an authorised share capital of US$ 100,000 with par value. The authorised share capital may be expressed in any currency. The minimum issued capital is either one share of no par value or one share of par value.

CLASSES OF SHARES PERMITTED
Registered shares, shares of no par value, preference shares, redeemable shares and shares with or without voting rights.

TAXATION
An International Company is exempted from local taxation.

LICENSE FEES
Licence Fee is US$ 100 irrespective of Authorized Capital.

FINANCIAL STATEMENT REQUIREMENTS
There is no requirement to file financial statements, but a company must keep records to reflect its financial position.

MANAGEMENT STRUCTURE (Back)

DIRECTORS
The minimum number of directors is one, who may be a natural person or a body corporate. They may be of any nationality and need not be resident in the Seychelles.

COMPANY SECRETARY
A Seychelles IBC need not appoint a company secretary, although it is customary to do so. The secretary may be a natural person or body corporate, be of any nationality and need not be resident in the Seychelles.

SHAREHOLDERS
The minimum number of shareholders is one.

CORPORATION HIGHLIGHTS (Back)

General

Type of entity

Ibc

Type of law

Hybrid

Shelf company availability

Yes

Our time to establish a new company

2 days

Minimum government fees (excluding taxation)

US$100

Corporate Taxation

Nil

Double taxation treaty access

No

Share Capital or Equivalent

Standard currency

US$

Permitted currencies

Any

Minimum paid up

US$1

Usual authorised

US$100,000

Directors

Minimum number

One

Local required

No

Publicly accessible records

No

Location of meetings

Anywhere

Shareholders

Minimum number

One

Publicly accessible records

No

Location of meetings

Anywhere

Company Secretary

Required

No

Local or qualified

No

Accounts

Requirement to prepare

Yes

Audit requirements

No

Requirement to file accounts

No

Publicly accessible accounts

No

Other

Requirement to file annual return

No

Change in domicile permitted

Yes