The Seychelles - International Business Company

Company Type	Time to Incorporate	Cost
IBC	2 days	£480

The International Business Company is the most widely used vehicle for offshore operations in the Seychelles. It normally takes the form of a private company limited by shares, and is regulated by the International Business Companies Act. Statutory requirements are minimal, and flexible:

• Only one director and one shareholder required.
• Shareholders, directors need not be resident in the Seychelles.
• Directors and shareholders meetings need not be held in the Seychelles.
• No annual public disclosure of directors or shareholders is required.
• Shares may be registered and issued in any currency.
• No minimum capital requirement.
• Accounts need not be filed.
• The Memorandum and Articles of Association are the only documents to be held on the public record.
• No requirement for an audit.
• An IBC that conducts their businesses outside the Seychelles is allowed, provided their business is not banking, insurance, re-insurance or trust.

Law and Taxation

The principal corporate legislation governing IBCs is the International Business Companies Act (IBC Act) 1994.

IBCs are exempt from taxation on business activities or transactions carried on outside the Republic of Seychelles, and although there are no specific laws to govern secrecy in relation to companies, the English common law imposes the duty for professionals to keep the affairs of their clients confidential.

Seychelles Investments

An IBC may hold shares and other securities in a domestic company in the Seychelles. It may also buy bonds or other securities issued by the Government of the Seychelles. An IBC may also own or manage a vessel or aircraft registered in the Seychelles under the Merchant Shipping Act, 1992.

Share Capital

There is no minimum share capital required and the share capital can be denominated in any currency. Shares may be issued with nominal or no par value and bearer shares are also allowed. An IBC may amend its Memorandum & Articles of Association to increase or decrease its authorised capital. The Registrar must be informed of any increase or decrease in authorised capital within thirty days.

Public Records

The Registrar only maintains copies of the Memorandum and Articles of Association as well as copies of the certificate of incorporation and of good standing, changes of name, details of Registered Office and the Registered Agent.

Company records such as copies of the register of members and the register of directors must be kept at the registered office of that company. However, 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.

IBC Conditions

IBC status is granted subject to certain conditions:

• No business may be transacted with residents of the Seychelles.
• Ownership interest in real property in the Seychelles is not permitted, however a property may be leased for office use only.
• Banking or trust business may be carried on only if an appropriate license is issued.
• A licence is required to carry out insurance or re-insurance business.

Offshore status

IBCs are permitted to carry out various activities within the Seychelles without compromising their offshore status under the Act. These include:

• Professional contacts with lawyers and accountants.
• Preparation and maintenance of books and records.
• The holding of directors' or shareholders' meetings.
• Ownership of shares in other Seychelles companies.
• Ownership of Government or Central Bank securities.
• Ownership of a vessel registered in Seychelles.