Seychelles Company Formation

Seychelles company formation is regulated by the International Companies Business Act 1994. This Act seeks to present the Seychelles offshore company as a competitive and efficient corporate entity. It gives details on the structure, powers and capacities, restrictions, ownership and formation procedure of offshore companies registered and constituted in Seychelles. As detailed in the Act, the following provides the relevant requirements for Seychelles company formation. When incorporating an offshore company in Seychelles, the Memorandum is required to contain the following information:

  • The company’s name
  • The address of the registered office in Seychelles
  • Details of the company’s registered agent
  • The duration of the Seychelles company if given a limited life span, in which case must not exceed 50 years
  • The company’s express commitment to not conduct insurance, trust, banking or reinsurance business
  • Types and number of shares issued and currency of issuance
  • Authorized capital
  • Rights, restrictions, powers, designations and preferences of each of the classes of shares issued
  • The number of bearer and registered shares to be issued, except if the directors are given the authorization to state the form in which the shares will be issued
  • Whether or not shares can be issued to the bearer

The Articles of a Seychelles offshore company can be written in French or English. A French or English translation must accompany the Articles if they are not written in any of these two languages.

In compliance with the IBC Act, any offshore company incorporated in Seychelles is unable to:

  • Provide its services within the Seychelles islands
  • Provide banking, reinsurance or insurance services without holding the a reinsurance, insurance or banking license
  • Own interest in real property in any of the Seychelles islands, or lease except in accordance with the relevant provisions of the Act
  • Act as the registered office of any company

However, Seychelles offshore companies are not considered to be breach of the foregoing by reason of:

  • Maintaining and making deposits with a body corporate or businessman in Seychelles
  • Holding treasury bills, bonds and other government securities issued in Seychelles
  • Debt obligations or shares held in other offshore companies incorporated in Seychelles
  • Maintaining and preparing accounts in Seychelles
  • Leasing property for use as an office for communication purposes
  • Developing professional relations with local trust companies, attorneys, investment advisors, accountants and management companies
  • Keeping meetings in Seychelles
  • Owning a ship or other vessel which has been registered in Seychelles

The shares issued by a Seychelles offshore company are not restricted to but include any of the following:

  • Unnumbered
  • Voting or non-voting
  • No par value shares
  • Preferred shares
  • Common shares
  • Redeemable shares
  • Shares that carry less than one or more vote per share

As an alternative, Seychelles offshore companies can also do the following when issuing shares:

  • Issue rights, options or warrants in an effort to acquire company securities
  • Guarantee an obligation or debt of a person so as to secure the assets of those obligations by pledge or mortgage
  • Issue securities that can be converted or exchanged for property or other securities that the company may soon own or at the time owns
  • Provide protection for the company’s assets so as to benefit both the company and its members, directors as well as creditors and persons who may indirectly or directly be a stakeholder of the company

Endings that are allowed to be used in the name of a Seychelles offshore company includes the following:

  • Limited
  • Société Anonyme
  • Sociedad Anonima
  • Corporation
  • Inc.
  • S.A.
  • Ltd.
  • Corp.

For legal reasons, offshore companies are unable to use the following endings with their names:

  • Foundation
  • Chartered
  • Assurance
  • Trusts
  • Bank
  • Insurance
  • Bank
  • Chamber of Commerce
  • Building Society
  • Municipal
  • Imperial
  • Any name considered indecent, misleading or offensive or suggests any connection of any Government, domestic or foreign

Seychelles offshore company formation is a relatively straightforward process. Our company partners with licensed agents for citizenship by investment. This is a system whereby individuals living in other countries can apply for citizenship by satisfying due diligence and other requirements. Economic Citizenship Programs have offered many families the opportunity of a second passport, safety and new life opportunities. For details on second citizenship requirements, information is available from our experienced staff. Offshore companies incorporated in the Seychelles Islands are versatile entities for offshore entrepreneurship, minimizing tax liability while maximizing profits.

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