Offshore Company Formation in Seychelles

The republic of Seychelles is an archipelago of 115 islands in the Indian Ocean. It is well-known for its pristine beaches, coral reefs, and nature reserves. In terms of business, Seychelles is also a popular financial centre since the late 90s and over the last 5 years, there is an increase in the number of foreign investors forming offshore companies in the country.

Advantages

Some of the advantages to set up an offshore company in Seychelles include:

 

  • The offshore company does not have to pay any taxes after the annual registration fee for a Seychelles International Business Company (IBC)
  • When the company sells or trades its share, there is no tax for them and this guarantee stands for at least 20 years
  • The company only have to pay USD 100 as the annual operating fee to the government regardless of the amount in the IBC’s authorized shared capital
  • It will only take up to 24 hours to incorporate an offshore company and name checks can complete within 4 hours
  • The company can use the services of nominee directors and shareholders to protect their privacy
  • Another IBC can act as the company’s director or shareholder
  • While most offshore centres do not allow bearer shares, Seychelles allows them
  • The company do not have to do any accounting or file annual company returns
  • Seychelles is whitelisted in Organisation for Economic Co-operation and Development (OECD)
  • Seychelles offshore companies have so much privacy and they are usually used for holding offshore funds
  • Seychelles time zone is GMT +4, making it convenient for the business to communicate with clients in the United Kingdom, Europe, and other major parts of Asia.
  • Seychelles authorities offers a flexible business vehicle by not requiring the offshore company to apply for any additional special licenses
  • As an established democratic country, Seychelles has good political stability and the political climate remains the same since 30 years ago
  • No nationality requirements for directors, shareholders, and officers
  • Seychelles is not under any foreign control
  • There are no minimum share capital requirements
  • Seychelles has signed double taxation treaties with countries including Barbados, Cyprus, China, Indonesia, Malaysia, Mauritius, Oman, Qatar, South Africa, Vietnam, Thailand, and the United Arab Emirates
  • The Seychelles government offer special incentives for investments in Export Oriented Unit (EOU) and Special Growth Area (SGA)

 

 

Directors Requirements

The requirements for a director are:

 

  • A minimum of one director
  • The company can have corporate directors
  • No requirement to have a local resident director
  • Director records are not available to the public
  • No restrictions on the meeting places of directors
  • Directors can vote using a proxy
  • The physical presence of the director is not required during any meeting and they can use electronic means to attend the meeting

 

 

Shareholders Requirements

The requirements for a shareholder are:

 

  • A minimum of one shareholder
  • No requirement to have a local resident shareholder
  • Shareholder records are not available to the public
  • Shareholders meeting can take place anywhere without restrictions
  • Shareholders can vote using a proxy
  • The physical presence of the shareholder is not required during any meeting and they can use electronic means to attend the meeting
  • Seychelles do not have to hold an Annual General Meeting (AGM)

 

 

Beneficial Company Owners Requirements

The requirements for a beneficial company owner are:

  • Beneficial company owner records are not available to the public
  • A beneficial company owner ask a nominee or Trustee to hold his or her shares

 

Company Secretary Requirements

The requirements for a company secretary are:

 

  • It is not compulsory for the offshore company to have a company secretary
  • The company secretary do not have to co-signed any Seychelles IBC documents

 

 

Share Capital Requirements

The requirements for share capital are:

  • No limit on authorized share capital
  • No minimum paid up capital but it is common to give at least $1
  • The company can use any currency as authorized share capital but US dollars are commonly used
  • The company can have registered shares and bear shares
  • The IBC can choose to limit the company by shares, guarantees, or a mixture of both, known as hybrid companies

 

Authorized Share Capital

The requirements for authorized share capital are:

  • No limit on authorized share capital for a constant price of $1000 annually
  • No additional filing fees
  • While other offshore centres only allow the IBC to have $50000 in capital before they raise the fees, government fees in Seychelles is the same regardless of the authorized capital or value of the shares

 

Share Types

Below are some of the ways to divide the shares to:

  • No par value shares
  • Unnumbered shares
  • Voting shares, non-voting shares or a mixture of both
  • Shares that carry voting rights when the person who meets the specific requirements holds them
  • Shares that can have more or less than one vote per share
  • Shares that carry voting rights when certain matters or events occur
  • Assets Common Shares
  • Preference shares
  • Redeemable shares
  • Shares that allow for participation

 

Accounts and Returns

The requirements for accounts and returns are:

  • No par value shares
  • Only required to keep accounts and records that the directors considered necessary
  • Only required to keep accounts and records that reflect the financial position of the company
  • There is no need for the company to audit those kept accounts
  • Accounts are not available to the public and the public do not have access to them
  • There is no need for the company to file an annual company return

Confidentiality

There are only two records available to the public and they are:

  • Memorandum of Association
  • Articles of Association

 

Opening of Bank Account Procedures

Follow the instructions below to open an offshore bank account in Seychelles:

  • You need to submit required personal documents of each beneficial owner, director, and signatory
  • The required documents include a certified copy of the valid passport with photo, signature, and personal details and an original certified latest copy of utility bill, bank statement, credit card statement with the individual’s name and residential address as proof of residential address
  • Only a bank, lawyer or account can certify the documents and they need to include their name and contact information
  • The bank only accepts documents in English or with certified English translations
  • The client needs to deposit a minimum of USD 100000 within 4 weeks from the account’s opening date because the bank will close any unfunded accounts within the 4 weeks period
  • The client needs to maintain a minimum of USD 100000 at all times or the bank will charge him or her a USD 25 maintenance fee
  • The banks do not offer debit and credit cards for offshore bank accounts
  • You can open a bank account using USD, EUR, GBP, and CAD
  • For more detailed bank fees, refer to the particular bank’s official website
  • Most banks require the physical presence of the applicant during the opening of the bank account
  • Certain local registered agents can assist you in opening an offshore bank account in Seychelles