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The Seychelles is a group of 115 small islands located at the centre of the Indian Ocean to the north of Madagascar off the African coast. The largest island is Mahé.
The Seychelles has a population of around 80,000, descended primarily from French settlers, Africans, British sailors and traders from India, China and the Middle East.
The official languages are English, French and Creole. Creole is spoken widely. English is the main language of business.
They were uninhabited until the 17th century and have since been occupied by both the French and the British. They were granted independence from Britain in 1976.
In 1814, the Seychelles, along with Mauritius, were ceded to Great Britain under the terms of the Treaty of Paris. It was only in 1960 that the first gradual constitutional reforms were introduced. The Seychelles had two main political parties during the 1960s: the Seychelles People's Progressive Front (SPPF) and the Seychelles Democratic Party (SDP). The two parties formed a Coalition Government in 1975 with Sir James Mancham, Leader of the SDP, as President and Mr. France Albert Rene, Leader of the SPPF as Prime Minister. In 1977, Mr Rene was installed as President of the Republic. Multi-party elections took place in 1992, and presidential elections were held later in the year with Mr Rene retaining his Presidency, heading the executive arm of Government. A National Assembly of directly elected Members heads the legislative side of Government. Seychelles is an independent republic within the British Commonwealth
Infrastructure and Economy
The rapidly expanding financial sector, linked to the establishment of the Seychelles International Business Authority and a suite of progressive laws facilitating the establishment of offshore structures and encouraging inward investment, is now a significant element of the economy. Take-up in the Free Trade Zone is promising. An ever-increasing number of international banks and insurance companies has established either branches or subsidiaries which, together with local management, accounting and legal firms, provide clients with support. Other contributions to the economy come from the export of coconuts (copra) and cinnamon. The export of Seychelles copra has increased greatly because of its high quality.
Currency: Seychelles Rupee.
Exchange Control: There is no exchange control.
Type of Law: Based on English Common Law and French Civil Law.
Principal Corporate Legislation: The International Business Companies Act 1994.
Type of company: International Business Company - IBC.
The International Business Company is the most widely used vehicle for offshore operations in the Seychelles; it normally takes the form of a private company limited by shares, but can also be a Limited Life Company. The governing legislation is the International Business Companies Act 1994.
Procedure to incorporate: Filing of Memorandum of Incorporation at the Registry. The Articles of Association can be filed either at the same time or within 30 days of incorporation.
Restrictions on trading: Cannot trade within the Seychelles or own real estate there. Cannot undertake the business of banking, insurance, assurance, reinsurance, fund management, asset management (other than the company's own assets) or any other activity that would suggest an association with the banking and insurance industries. A Seychelles IBC cannot provide registered office facilities in the Seychelles, or sell its shares to the public.
Powers of Company: A Seychelles incorporated Company has the same powers as a natural person.
Language of legislation and corporate documents: English or French. If any other language is used it must be accompanied by a translation in either English or French.
Registered office: Must be maintained in the Seychelles at the office of a licensed management company.
Time Schedule: Same day, but allow five days for delivery of documentation.
Name Restrictions: Anything identical or similar to that of a company already incorporated.
The following words cannot be used:Assurance, Bank, Building Society, Chamber of Commerce, Chartered, Co-operative, Foundation, Government, Imperial, Insurance, Municipal and Trust, or any other words which suggest the patronage of any Government. All company names must end with Limited, Corporation, Incorporated, Societe Anonyme or a similar recognised alternative.
Language of name: The name can be in any language, but must be accompanied by a translation in English or French. The documentation will either be in English, or it is possible to have bilingual documentation in English and Chinese or any other language accompanied by a translation in English or French.
Suffixes to denote limited liability: Limited, Corporation, Incorporated, Société Anonyme or their abbreviations. Other suffixes such as BV, GmbH, and SARL may also be used.
Disclosure of beneficial ownership to authorities: No.
Compliance authorised and issued share capital: Seychelles IBCs are normally incorporated with an authorised share capital of US$ 5,000 with par value, this being the maximum for the minimum licence fees. The authorised share capital may be expressed in any currency. The minimum issued capital is either one share of no par value or one share of par value.
Classes of shares permitted: Registered shares, bearer shares, shares of no par value, preference shares, redeemable shares and shares with or without voting rights.
Bearer shares permitted: Yes.
Taxation: An International Company is exempted from local taxation.
Licence Fees: For an Authorised Capital: Up to US$ 5,000 US$ 100 Between US$ 5,001 and US$ 50,000 US$ 300 Over US$ 50,000 US$ 1,000 Company with a capital of less than US$ 50,000 and with shares of no par value US$ 350
Financial statement requirements: There is no requirement to file financial statements, but a company must keep records to reflect its financial position.
Directors: The minimum number of directors is one, who may be a natural person or a body corporate, be of any nationality and need not be resident in the Seychelles.
Company Secretary: A Seychelles IBC need not appoint a company secretary, although it is customary to do so. The secretary may be a natural person or body corporate, be of any nationality and need not be resident in the Seychelles.
Shareholders: The minimum number of shareholders is one.
Other facilities available in the Seychelles: In addition to a modern suite of corporate legislation, the Seychelles benefits from a range of other facilities, including: • Trust legislation • Efficient aircraft and shipping registries • Provision for the formation and domiciliation of mutual funds and captive insurance companies. An Industrial Trade Zone for manufacturing and service companies, benefiting from zero taxation, streamlined application procedures and the ready availability of work and resident permits.
The International Trusts Act 1994 established, for the first time, a regime for international trusts in the Seychelles; it does not provide for domestic trusts. The Act was drafted after a thorough study of current practice in a number of leading offshore jurisdictions. Under the Act, the Seychelles International Business Authority (SIBA) is appointed as the regulatory body for trusts, alongside the Court.
The following are some of the key features of the Seychelles Trust regime:
· An international trust may be created in writing, by will or by oral declaration; deemed trusts are admitted, as are those resulting from a decision of the Court;
Purpose trusts are permitted;
The settlor must reside outside the Seychelles for the duration of the trust; at least one trustee must reside in the jurisdiction, but this trustee may be an IBC, which shall not thus be deemed as resident; an IBC may therefore be a settlor;
The trust property may not include any Seychelles movable or immovable property
The names of settlors and beneficiaries are confidential under the Act, unless a Court orders disclosure under the Anti-money Laundering Act;
The standard perpetuity period is 100 years; but it does not apply to purpose trusts;
The accumulation of income is permitted;
Forced heirship judgements are specifically excluded.
An international trust is exempt from tax in the Seychelles; a registration fee of $100 is payable to SIBA. Registration of trusts must be carried out by one of the two licensed trustees currently operating in the Seychelles.
There are no specific statutory provisions governing secrecy in relation to companies but English Law, which applies within the jurisdiction, does impose a common law duty on professionals to keep the affairs of their clients confidential.
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