Seychelles: The Seychelles International Business Company (IBC)

1. Introduction

The Seychelles offer a stable legal environment to investors who wish to conduct efficient and confidential offshore businesses. Its legal system is based on a mixture of English Common law and French Civil law.

This archipelago currently hosts one of the fastest growing International Business Company (IBC) registrars in the world. Thanks to its unique features, the IBC has proved to be a dynamic vehicle capable of fitting the various business needs and operations internationally.

2. Advantages of the Seychelles

The advantages offered by the offshore financial services sector of the Seychelles are numerous. Some of them are listed below:

• Modern and business-friendly legislation;

• No exchange controls;

• Fast incorporation procedures;

• Large flexibility in the administration of companies;

• Competitive government licence fees;

• Growing network of double taxation agreements;

• Low tax or tax-exempt companies;

• Shelf companies available;

• Confidentiality guaranteed - details of beneficial ownership are not disclosed to the Seychelles International Business Authority (SIBA); and

• Bilingual workforce.

3.The International Business Company (IBC)

The International Business Company usually takes the form of a private company limited by shares, but can also be a limited life company. It is a vehicle which is often used for international trading, investment holding, owning real estate, investment in stocks, shares, bonds, etc., shipping, joint ventures, international contracts, e-commerce and holding intellectual property rights, among others.

An IBC may not transact business with residents of the Seychelles, cannot hold ownership interest in real property in the Seychelles, except for leasing for office use, and cannot undertake such activities as banking, insurance, re-insurance, trustee, engaging in the business of company management or providing registered agent facilities for Seychelles-incorporated companies.

The main advantage of the IBC is that its statutory requirements are minimal, as can be shown below:

• Quick incorporation – normally two days;

• Only one director and one shareholder required;

• Shareholders, directors and officers need not be resident in the Seychelles;

• There is no minimum capital requirement;

• Shares may be registered and issued in any currency;

• Accounts need not be kept;

• No returns are needed of shareholders, directors or officers;

• Shareholders and directors meetings need not be held in the Seychelles and can be held by telephone; and

• The Memorandum and Articles of Association are the only documents that are held on the records of the SIBA.

In all, the IBC is a tax exempt structure which is very easy to set up, administer and dispose of when no longer needed. Its government fees are fixed for the lifetime of the company and its costs of setting up and maintenance are comparatively low.

In addition, it is possible to have the M&A, resolutions and other company administration documents in French language in order to cater for the needs of French-speaking clients.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.