Seychelles Offshore Company

Overview

Seychelles offers attractive offshore company formation opportunities through an International Business Company (IBC) to businesses seeking the benefits of a secure, confidential and tax-free environment.

Seychelles has been offering clients offshore formation packages since the passing of the International Business Companies Act in 1994, and has grown rapidly in the sector due to its flexible structure, exceptional protection regulations and enabling legislation, making it among the best jurisdictions for offshore company formations.

The Republic of Seychelles is compromised of over 100 islands, located a thousand miles east of Africa in the Indian Ocean; and unlike other natural disaster-prone offshore jurisdictions such as the Caribbean, the island lies far away from the cyclone belt. Seychelles is part of the British Commonwealth, and benefits from a stable political environment enabling the offshore sector with comprehensive offshore packages created and supported by one of the most auspicious legal and regulatory authorities in the offshore global arena.

Seychelles is a flourishing offshore financial center; its formation market has become one of the fastest growing company registries in the world due to its efficacy, innovation and its broad range of offshore services. Investors and businesses are flocking to Seychelles, taking advantage of its low cost, strict confidentiality laws and flexible incorporation regulations making the formation process simple and efficient.

If you are looking for a jurisdiction with firm privacy regulations and tax-free opportunities in a supportive offshore environment, Seychelles may be the perfect choice for your next offshore company formation.

For more information on the Advantages of Seychelles as an Offshore Financial Center, click here.

Table of Contents:

• Seychelles International Business Company (IBC) Incorporation & Registration
• Advantages of a Seychelles Company Formation
• Top Uses of A Seychelles Company
• Key Corporate Features
• Registration Packages Includes
• Company Formation Requirements
• Corporate Taxation
• Corporate Details

Advantages of a Seychelles Offshore Company

There are a number of advantages that make a Seychelles IBC a unique and attractive place to establish an IBC.

• Reasonable and set license fees
• No minimum capital requirement
• Only one shareholder or director is mandatory
• An IBC may own or manage a Seychelles-registered vessel or aircraft
• Low government fees
• Tax free structures
• A growing matrix of tax treaties used for investment into other countries
• An international trade zone
• No corporate tax
• Not required to file accounts
• Records are not publicly accessible
• Asset protection
• Well-respected and established offshore jurisdiction
• Favorable corporate laws offering an array of sophisticated, modern & flexible offshore products
• Solid banking secrecy, considered one of the best jurisdictions for protecting the privacy of its foreign investors
• Free from undesirable measures and exchange agreements
• Holds 46 tax treaties, all compliant to OECD standards
• Names of company directors and shareholders are not placed in the public registry
• Offers lenient policy on reporting interest incomes to overseas tax authorities
• Issues an innovative "Special License" company that can be used to take full advantage of Seychelles’ growing network of double taxation agreements
• No exchange controls
• Fiscal Incentives
• A skilled, professional and bilingual population
• Modern communication network
• Residence permit and work permit are available for foreign investors
• A skilled, professional and bilingual population

Use of Nominee Services

Nominee services are often employed to enhance privacy. A nominee director or shareholder acts in the place of the actual beneficial owner, with all actions taken on behalf of and for the benefit of the beneficial owner. We maintain the confidentiality of the owners while enabling our business to operate efficiently.

• Nominee Director: Acts on instruction of the beneficial owner
• Nominee Shareholder: Holds shares for the beneficial owner
• Beneficial Owner: Retains ultimate control and benefit of the shares

Through this structure, we aim to provide flexibility and confidentiality while adhering to legal compliance and governance standards.

Privacy and Asset Protection

In Seychelles, we prioritize the protection of our clients' privacy and assets through robust legal structures. Our jurisdiction is renowned for its stringent confidentiality laws and the establishment of asset protection trusts that serve to safeguard wealth.

Confidentiality of Information

In Seychelles, maintaining the confidentiality of information related to offshore companies is fundamental. We strictly adhere to the International Corporate Service Providers Act, which mandates non-disclosure of shareholder and director information to third parties without a court order. Our statutory framework ensures that:

• Shareholder anonymity is protected through nominee services.
• Director details remain private, unless required by legal proceedings.

Additionally, public access to corporate documents is heavily restricted, providing an extra layer of privacy to our clients.

Benefits of Asset Protection Trusts

Our asset protection trusts are formidable tools designed to insulate our clients' assets from potential threats. Key advantages include:

• Legal protection against creditors and lawsuits.
• Succession planning, allowing for the distribution of assets according to specific wishes, free from the constraints of domestic laws.

Setting up an international trust in Seychelles involves:

1. Appointing a licensed trustee.
2. Drafting a trust deed that specifies the terms and beneficiaries.

Through these measures, we enable our clients to control and protect their wealth discreetly and efficiently.

Top Uses

A Seychelles IBC has many potential businesses uses. An offshore company can be used for, including but not limited to:

• International trading
• Asset protection
• Tax avoidance
• Protection of intellectual property
• Estate planning
• Holding Company
• Financial management
• Leasing of other assets

Key Corporate Features

Registration Packages Includes

1. Government Registration Fee (First year)
2. Registered Office Address (First year)
3. Registered Agent Services (First year)
4. Company Secretarial Maintenance
5. Certificate of Incorporation
6. Memo & Articles of Association
7. Appointment of 1st Directors
8. Consent Actions of the BOD
9. Share Certificates
10. Register of Directors
11. Register of Officers
12. Register of Shareholders
13. FREE Phone and/or email consultations

Offshore Formation Requirements

The only requirements that need to be filed with the Registry are a Memorandum and the Articles of Association, which can be filed together or within 30 days of incorporation. To register, you will need

• passport copy
• proof of address
• bank statement
• application form
• applicable government fee

Once the forms and documents are arranged, they are electronically submitted online to the country business registry, where the application is filed. The whole process is completed usually in a matter of days.

Corporate Taxation

There are a number of tax incentives for establishing a Seychelles International Business Company including:

• Zero tax on all profits derived outside of Seychelles
• No stamp duty on exchange of shares or the sale of any assets
• Zero personal income tax
• Zero corporate tax
• No capital gains tax
• No sales tax
• No withholding tax
• No value added tax
• No import of export tax 

Understanding the Territorial Tax System

Seychelles employs a territorial tax system which fundamentally means:

• Only income sourced within Seychelles is taxable.
• Foreign-sourced income, even when remitted to Seychelles, remains untaxed.

This system establishes Seychelles as a tax haven, providing a legally sanctioned way for businesses to optimize their taxation. 

Banking and Financial Services

In Seychelles, we offer a sophisticated banking and financial services environment tailored for offshore companies. Our services are designed to support various financial activities, from opening offshore bank accounts to ensuring compliance with international financial regulations.

Opening an Offshore Bank Account

When opening an offshore bank account in Seychelles, we adhere to a streamlined process to facilitate the management of international funds. Our approach involves:

• Documentation: Gathering all necessary personal and corporate documents for due diligence.
• Selection: Assisting clients in choosing the bank that best fits their investment needs.
• Application: Providing support through the application process for a hassle-free experience.

Account options range from personal savings to corporate multi-currency accounts, providing flexibility for international transactions and investment strategies.

Financial Regulations and Compliance

Our commitment to compliance with financial regulations ensures that all offshore banking services operate within legal frameworks. We focus on:

• Anti-Money Laundering (AML): We rigorously apply AML protocols to prevent illegal activities.
• Know Your Customer (KYC): We conduct thorough KYC checks to establish transparent customer profiles.
• Securities Business: We ensure that securities transactions comply with Seychelles Financial Services Authority (FSA) regulations.

In the management of investment funds, we maintain a balance between achieving optimal returns and adhering to stringent regulatory standards.

Business Operations and Activities

In our company's operations in Seychelles, we adhere strictly to the jurisdiction's regulatory framework, ensuring our business activities are conducted legally and ethically. Our services cater to global entrepreneurs and investors seeking the advantages of offshore business structures.

Permitted Business Activities

We focus on providing offshore company formation services that enable legitimate business activities such as:

• Investment Activities: We facilitate the setup of investment structures that benefit from Seychelles' tax-neutral environment.
• Service Providers: Offering consultancy for entrepreneurs to connect with local service providers, ensuring their business needs are met effectively.

Restricted Business Practices

However, certain business practices require special licenses or are restricted in Seychelles. This includes:

• Mutual Funds: Establishing a mutual fund requires obtaining a specific license.
• Gambling Business: Businesses related to gambling must adhere to strict legal regulations and licensure.

In compliance with Seychelles’ regulations, our company assists clients in navigating these laws to maintain the integrity of their business operations.

Annual Requirements and Maintenance

We understand the importance of compliance for the success and legality of our Seychelles Offshore Company. In this section, we outline the key annual requirements and maintenance obligations that are necessary to adhere to.

Annual Filing Obligations

Registered Office & Accounting Records:
We are obligated to maintain a registered office within the Seychelles and keep proper accounting records. Annually, these records should reflect all financial transactions in a clear and comprehensible manner.

• Audit Requirement:
  For certain companies, there might be an audit requirement depending on the company's activities and turnover. We ensure compliance by preparing financial statements and, if needed, conducting an audit annually.

• Annual General Meeting (AGM):
  We must hold an AGM once per year. This meeting should take place within 18 months of incorporation and subsequently at intervals of not more than 15 months. The AGM can be held anywhere in the world.

Renewing Licenses and Registrations

To maintain good standing, we renew any required business licenses and registrations annually. Here's what this entails:

• License Renewal:
  Depending on the type of business, we may need to renew specific licenses. We track these diligently to avoid lapses and ensure continuous operation.

• Company Registration:
  We ensure that our company's registration with the relevant authorities is renewed, typically on an annual basis. This may also include affirming the details of directors and shareholders.

Residency:
For businesses that require directors or shareholders to meet residency requirements, we regularly review our structure to meet these obligations, ensuring that any changes to residency are appropriately reflected in our official filings. 

Corporate Details

Language

The name of the company may be in any language; however an official translation into English or French is required if the name is in another other language.

Privacy and Confidentiality

The only records delivered to the Registrar are the Memorandum and Articles of Association, which have no reference to the beneficial owner, directors, officers or shareholders.

Principal Corporate Legislation

The International Business Companies Act 1994 governs the operations of offshore companies. Seychelles has continually improved this Act to serve the needs of offshore corporate investors through a number of amendments. Seychelles recently passed three new very important pieces of legislation: the Mutual Fund Act 2008, Securities Act, 2007 and the Insurance Act 2008.

Capital

Standard capitalization for a Seychelles IBC is USD 50,000. Share capital and total shares are unlimited. There are no minimum or maximum capital requirements for a Seychelles IBC.

Annual Government Tax

The licensing fee is USD 100

Shares

Shares of the Seychelles corporation may be issued in a variety of forms including: Par or No Par Value, Voting or Non-voting, Preferential or Common, Nominal or Bearer. Shares may be issued for money or for other valuable consideration, may be issued before any payment is made, and can be issued in any currency.

Shareholders, Directors and Officers

Only one director and shareholder are required and can be the same person. Nominee shareholders and directors are permitted. No statutory requirement for officers; however, if officers are required they can also be directors and shareholders. Shareholders and directors may be of any nationality and reside in any country. Directors and shareholders may be either a natural person or a corporate entity.

Meetings of Shareholders and Directors

Seychelles IBC's are not required to hold annual shareholder meetings or board meetings. When a meeting of shareholders and directors is held, a proxy may represent a shareholder or director and speak or vote on his behalf. If meetings of an IBC are held, then the company shall keep: Minutes of the meeting of its shareholders and directors; and the records and Minutes of any meetings must either be kept at the registered office or another place chosen by the directors as long as this place is disclosed to the Registrar.

Taxation and Fees

Seychelles International Business Companies are zero tax entities as long as profits are derived outside of Seychelles. All annual renewal fees are due on the anniversary of the company. Government fees are fixed for life. IBC’s are exempt from stamp duty on exchange of shares or the sale of any assets.

Corporate Books and Records

Annual filings or accounts and financials are not required. There is no requirement to have an auditor.

Registers

A Register of all directors must be kept and maintained. A Share Register must be kept and maintained.

Currency

There are no currency limitations or foreign exchange controls

Name Requirements

A Seychelles IBC name must indicates limited liability. Some examples include: Ltd, Corp, S.A., S.A.R.L., Bhd, Pty, NV., A.G., GmbH, LLC, Limited, or Corporation.

Name Restrictions

The name of a Seychelles IBC cannot suggest the patronage of the Seychelles Government, such as “Republic”, “Government”, “ or “national” cannot not be used. Similarly, names that include Bank, Assurance, Building Society, Chamber of Commerce, Foundation, and Trust may not be used without special permission or a special license.

Restrictions

A Seychelles IBC is restricted from carrying out any business inside the country, involved in real estate property, carry on banking as defined in the Financial Institutions Act 1984, a trust business, insurance company, the business of providing the registered office for companies. There are also restrictions on bearer share issuance, which requires a local registered agent to “immobilize” them.  (We recommend the setting up of a Panama foundation as sole shareholder or, if unrestricted bearer shares are a must, a Panama company).

Frequently Asked Questions

In this section, we address common queries about setting up an offshore company in Seychelles, detailing the processes, costs, and benefits involved.

How can one initiate the process of forming an offshore company in Seychelles?

To initiate the formation of an offshore company in Seychelles, we must first choose a unique company name and then submit the necessary documents, such as a memorandum of association and articles of association, to the Seychelles International Business Authority.

What are the taxation policies for an offshore company operating in Seychelles?

The taxation policies for offshore companies in Seychelles are highly favorable. Such companies are exempt from local taxes on income and profits gained outside of Seychelles.

What is the typical cost involved in registering an offshore company in Seychelles?

The cost of registering an offshore company in Seychelles typically ranges from $700 to $1,500. This fee includes government charges, registered agent fees, and registration fees.

What are the primary benefits for a business establishing an offshore presence in Seychelles?

The benefits of establishing an offshore presence in Seychelles include tax optimization, asset protection, and confidentiality. Additionally, Seychelles offers a politically stable environment and a robust legal framework.

How does one go about registering a company in Seychelles with the provision of a bank account?

For registering a company in Seychelles with a bank account, we must first complete the incorporation process and then approach a bank to open a corporate account. The bank will require detailed business information and KYC documentation.

What are the legal requirements for conducting a company search in Seychelles?

Conducting a company search in Seychelles requires a written request to the Seychelles Registrar. We need to provide the name of the company and pay any applicable fees to access this data. This allows us to review the company’s current status and basic incorporation details.

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