Seychelles IBC - an International Business Company - is the most popular and versatile type of offshore corporation available in Seychelles. As most other classic offshore companies, Seychelles IBC is a tax-free corporation designed for engagement into all forms of international business, with no reporting and minimum record-keeping requirements, and comprehensive confidentiality features.

Seychelles IBC is similar to the most popular international business company, the BVI IBC, and in some respects even exceeds that benchmark model of offshore corporation. Since the introduction of the Seychelles International Business Companies Act in 1994, over 30`000 Seychelles IBC`s have been registered, with more than 600 new offshore companies being registered every month.

The formation, tax benefits and general structure of a Seychelles IBC is regulated by the Seychelles International Business Companies Act 1994. A full text of the Seychelles IBC Act 1994 is available from our Downloads section.

Following is a synopsis of the most important advantages and features of the Seychelles International Business Company.

Secrecy

Confidentiality is one of the key features of the Seychelles International Business Company as details of the company beneficial owners, directors and shareholders are NOT part of public record. At registration of a new IBC, the Registrar of Companies does not require any data whatsoever on who is the actual beneficial owner of the new company. This information is only known to the licensed Registered Agent of the company and is kept in complete confidentiality. The internal corporate files of the IBC, like the Register of Members, Register of Directors and all Minutes and Resolutions, are kept at the offices of the Registered Agent and are also confidential.

The only documents of a Seychelles IBC that are held on public record are the Memorandum of Association and the Articles of Association. These documents do not contain any indication as to the actual shareholders or the beneficial owners of the company.

The Republic of Seychelles is an independent country. As such, it is not sharing or reporting information to any overseas "principal", or organization. Seychelles is not subject to the EU Savings Tax Directive, unlike some other offshore tax havens related to the EU member states (primarily, to the UK and its overseas territories).

Seychelles has avoided entering any information-sharing agreements with foreign countries or organizations for exchange of financial aid. Client confidentiality is robustly enshrined in the Seychelles corporate and business legislation. Offshore financial services sector contributes significantly to the country`s GDP. There is an inherent interest with the government and with the general public to maintain and develop the country`s status as a competitive offshore financial centre.

Provisions against confiscation

Where any foreign governmental authority, by way of nationalisation, expropriation, confiscation, force or duress, or by imposition of any confiscatory tax, assessment or other governmental charge, takes or seizes any shares or other interest in a Seychelles IBC, a Seychelles court decision may be obtained ordering the company to disregard the attempted seizure and continue to respect the rights of the shareholder of the Seychelles IBC.

Fast incorporation

Seychelles has one of the fastest Registries of International Business Companies in the world. New IBC`s are usually incorporated within 24 hours.

Competitive Government license fees

A Seychelles IBC pays a government fee of $100 at registration, and per annum thereafter. Quite uniquely, however, this government fee applies to all International Business Companies regardless of the amount of their authorized capital, paid up capital, number of shares or other corporate variables.

This effectively outcompetes most other offshore jurisdictions!

Why?

Because most other offshore tax havens require substantially higher Government registration fees if the authorized capital of the IBC exceeds a certain amount – usually the capital threshold is $50’000 or $100’000. There is no such restriction in Seychelles! This means that you can have your IBC registered in Seychelles with an authorized capital of a hundred million dollars and still pay the same government fee of $100.

Here is a quick comparison of this feature with some other offshore tax havens:

Apart from Seychelles, there is just one major offshore tax haven where the minimum applicable licence fee is not pegged to a limitation on authorized capital – it’s the British Virgin Islands. However, even in the BVI the capitalisation is restricted differently - to a minimum number of shares (50’000), regardless of the face value of share.The BVI Government licence fee is higher, too, at $ 350.

No paid-up capital required

A Seychelles IBC is not required to have any minimum paid-up capital in order to start its business operations. Any amount of authorized capital can be stated in the IBC formation documents, as required by the owners. (Authorized capital is a notional amount of capital that the company is allowed to draw from its shareholders in consideration for the company shares.) The amount of the authorized capital can be freely determined at incorporation by the owners of the IBC and there are no mandatory timeframes as to when such capital must be paid up by the shareholders. All in all, the capital structure of a Seychelles IBC can be extremely flexible and can accommodate all variety of business circumstances and needs.

No financial reporting

Seychelles International Business Companies are not required prepare of file any financial accounts. The IBC is free to arrange its accounts in any manner that is most fit for the company owners, so as to enable them to establish the financial position of the Company with reasonable accuracy.

Flexible corporate structure

A Seychelles International Business Company has an independent legal personality and possesses the same powers as a natural person.

A Seychelles IBC requires a minimum of only one shareholder, and one director, both of whom may be the same person. There is no requirement to have any local directors or shareholders and foreign individuals or corporate bodies can be shareholders or directors of a Seychelles IBC. Apart from the director, the company does not have to appoint any other officers.

The shareholders, directors and officers of a Seychelles Business Company may be individuals or corporations and of any nationality. The shareholder's or director's meetings need not be held in the Seychelles and there is no requirement for a regular Annual General Meeting.

Meetings can be held by telephone or other electronic means; alternatively, directors as well as shareholders may vote by proxy.

The corporate structure of the Seychelles International Business Company can be designed in accordance with the widest variety of requirements.

A large variety of the type and form of shares

A Seychelles IBC may issue registered shares or bearer shares, and any of these may be designated as voting shares, non-voting shares, shares having more or less than one vote per share, shares that may be voted only on certain matters or upon the occurrence of certain events, shares that may be voted only when held by persons who meet specified requirements, no par value shares, unnumbered shares, common shares, preferred shares, redeemable shares and shares that entitle participation only in certain assets.

Bearer shares

A Seychelles International Business Company may issue bearer shares, however there are legal restrictions to their issue and transfer. Under the Seychelles IBC Act, in case any shares are issued to bearer, the Registered Agent of the company (us), must still keep a record (a Register of Bearer Shares) where the names and addresses of all individuals, to whom the bearer shares have been issued, are recorded. A subsequent transfer of a bearer share will not be effective until the name of the new holder of a bearer share is recorded in that Register. Thus the issue or transfer of bearer shares in a Seychelles IBC can not be carried out anonymously, which largely negates the necessity to have bearer shares in the first place. A further argument against using bearer shares is the fact that most banks are extremely reluctant to open bank accounts for bearer-share companies.

Name requirements for Seychelles IBC`s

A Seychelles IBC may not be registered under a name that is identical to the name of an existing Seychelles company. The registration of a new IBC may also be refused if its name so nearly resembles the name of another company as to be calculated to deceive, except where the (other) company gives its consent.

The "restricted names" for a Seychelles IBC are those that contain the words "Assurance", "Bank", "Building Society", "Chamber of Commerce", "Chartered, "Cooperative", "Imperial", Insurance", "Municipal", "Trust", "Foundation", or a word conveying a similar meaning, or any other word that, in the opinion of the Registrar, suggests or is calculated to suggest the patronage of or any connection with Seychelles or the Government of Seychelles or with any other country or the Government of that country. The Registrar may permit the incorporation of a company under a name that includes the word "Seychelles" if the Registrar thinks there is a good reason for doing so.

The Registrar may also refuse the registration of any particular name if, in the opinion of the Registrar, such name is indecent, offensive or, in the opinion of the Registrar is otherwise objectionable or misleading.

The name-endings denoting the type of company

The name of a limited company, shall end with a word or abbreviation denoting a corporate body or limited liability. The most popular name-endings include any of words like "Limited", "Corporation" or "Incorporated"; the words "Societe Anonyme" or "Sociedad Anonima"; the abbreviation "Ltd", "Corp", "Inc", "GmbH", "AG", "OY" or "S.A."; or several other word or words, or abbreviations thereof. The actual choice of available corporate endings of the name of a Seychelles IBC is very wide, including abbreviations in many European languages. The full list of those endings and abbreviations can be found in Part III, Section 11(1) of the Seychelles International Business Companies Act - available in the Downloads section of our website.

MAIN CHARACTERISTICS OF THE SEYCHELLES INTERNATIONAL BUSINESS COMPANY