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Incorporations in the Seychelles

The Republic of Seychelles is a sovereign state located in the Indian Ocean east of mainland Africa, northeast of the island of Madagascar. UN member since 1976. Member of the British Commonwealth.

The main company form in the Seychelles is International Business Company (IBC).

Principal law governing Seychelles companies activities is the International Business Companies Act, 1994.

Legalization of Documents under International Law: for the countries that are signatories to the Hague Convention documents are legalized by apostille. For any other countries there is an option for consular legalization by embassies of these countries in the USA and in the UK.

In the Seychelles the companies are exempt from all the taxes paying instead a fixed amount of license fee. The amount of fixed license fee does not depend on the amount of the company authorized share capital. The deadline for license fee payment is the anniversary of incorporation. In case a license fee is not paid within 6 months after the incorporation anniversary, the company is struck off by the Registrar of Companies. However, a company may be reinstated upon payment of all the corresponding fees and penalties including the reinstatement fee.

Seychelles company may carry on different business activities including investments and trading; such companies may also act for the purposes of obtaining certificates of title to vessels.

Seychelles companies do not have the right to carry on banking, insurance and reinsurance activities; companies do not also have the right to own or rent real property in the territory of the Seychelles islands.

Seychelles Companies Names: Companies Names: a company name must be composed only of Latin letters and it must contain any of the following extensions indicating its closed joint-stock company status: Limited, Ltd., Incorporated, Inc., Corporation, Corp., Sociedad Anonima, S.A.

Directors: a Seychelles company must appoint at least one director, either a legal entity or an individual. In the Seychelles there are no restrictions applicable to directors’ nationality. The Register of Directors is not open for public (and is kept by the company Registered Agent).

Shares: a Seychelles company may issue only registered shares. Bearer shares are also admissible; however, one should bear in mind that as a rule foreign banks in the course of opening an account for a company request shares to be kept with the bank or the bearer shares. Additionally, in case of bearer shares a Register of Share Certificates Bearers must be kept. A company business is deemed started once this company has issued at least one share. The Register of Shareholders is not open for public (and is kept by the company Registered Agent). A Seychelles company must have at least one Shareholder, either legal entity or individual.

LAWYER’S COMMENT:

Though the Seychelles are not on the FATF Non-Cooperative Countries list, the USA do not treat this jurisdiction well. This may result in delay or return of large USD payments in the amounts exceeding USD 50 000.00. Such kind of situations were not reported from Euro zone.