Seychelles Incorporation

1. Introduction to Seychelles

The Republic of Seychellesis an island country spanning an archipelago of 115 islands in the western Indian Ocean. Mahe is the largest island and the the capital called Victoria is located here. The Seychelles gained independence from Britain in 1976 and now has a stable, democratic government. The official languages are English, French and Seychellois Creole, however English remains the language of the government and busines.

The most important industries in the Seychelles are tourism and the financial services sector. Since the introduction of the International Business Companies Act in 1994the Seychelles has grown into a competitive location for offshore company incorporations. This has made the offshore financial and corporate sector a rapidly developing part of the Seychelles economy.

2. Advantages of Seychelles Incorporation

a. Seychelles International Business Companies have no tax liabilities.

b. There is no minimum share capital requirement.

c. No nationality restrictions on Directors or Shareholders and 100% foreign ownership is permitted.

d. Only one Director and one Shareholder is required and these can be the same person.

e. Minimal reporting requirements; no audit or tax returns are required.

f. Cost effective ongoing maintenance.

g. No requirement for a company Secretary.

h. No requirement for annual meeting to be held in the Seychelles, can be held anywhere in the world.

i. There are no foreign exchange controls and funds can be freely in an out of the country.

3. Documents required for Seychelles Incorporation

a. Photocopy of passport or NRIC of directors/shareholders/the ultimate beneficiary

b. Proof of residential address of directors/shareholders/the ultimate beneficiaries

c. Registration Certificate and Constitution of Company

d. Statutory Book of Directors and Shareholders

4. Seychelles incorporation procedures and timeline

(7 working days upon receiving documents, 48 hours for express service)

a. Seychelles company name search (2 working days, only available for English names, Chinese names are required to submit for approval)

b. Sign service agreement →Proceed to Payment

d. Incorporation documents submission → Signing→Document submission

5. Certification upon successful incorporation

1. Certificate of Incorporation

2. Memorandum & Articles of Association

3. Subscriber’s Appointment First Director

4. First Board Minutes / Consent To Act As Director

5. Registered Share Certificate

6. Register Of Members / Register Of Directors

7. Certificate Of Incumbency

8. Share Transfer And Resolution / Company Seal

6. Annual Return of Seychelles Company

Every exempted company is required to file an annual return and annual Company Registry fees with the Registrar in January of each year. This will be dealt with by the registered office provider. The annual return contains a declaration setting out:

a. details of changes, if any, to the company's memorandum of association since the last return;

b. that the operations of the company since the last annual return have been mainly outside Seychelles;

c. that in compliance with the Companies Law, the company is not trading within the Seychelles except in furtherance of its offshore business;

d. that any bearer shares issued are kept by a licensed custodian.