International Business Companies (IBC)

International Business Company (IBC) is the most popular corporate product of Seychelles in international business because of simple registration procedure, low administration expenses and no taxes in the country of incorporation.

Main features
Principal law International Business Companies Act, 1994
Type of company International Business Company (IBC)
Legal form 
  • company limited by shares
  • company limited by guarantee
Permitted activities Any activity not prohibited by the law and not demanding a special license.
Limitations IBC may not:
  • carry on business in Seychelles;
  • own or lease an immovable property in Seychelles;
  • carry on banking, insurance or reinsurance business;
  • carry on international corporate services, international trustee services or foundation services.
Company name
  • A company may have any name except the names of existing Seychelles companies or very similar to them.
  • A company name must indicate its legal form. The IBC Act provides a number of such endings (taken from the practice of different countries) but the most common are “Limited”, “Ltd”, “Corporation”, “Corp.”, “Incorporated”, “Inc.”.
  • A company name may not contain the words “Assurance", "Bank", "Building Society", "Chamber of Commerce", "Chartered, "Cooperative", "Imperial". "Insurance", "Municipal", "Trust", "Foundation" or words conveying a similar meaning or any other word that, in opinion of the Registrar, suggests any connection with Seychelles or the Government of Seychelles or with the government of any other country.
Registered office in Seychelles  Required
Registered agent in Seychelles Required
Corporate seal  No requirements
Shelf (ready-made) companies  Available
Directors
Minimum number of directors  One (individual or corporate)
Directors’ residency Any
May a sole shareholder be a director?  Yes
Place and frequency of meetings  Any
Public access to information about directors  No
Company secretary  Not required
Shareholders and capital
Minimum number of shareholders  One
Place and frequency of meetings  Any
Public access to information about shareholders / beneficial owners No
Nominee shareholders  Available
Authorized / paid-up capital  No requirements
Usual authorized capital  USD 100,000
Minimum number of issued shares  1 share
Bearer shares  Prohibited
Corporate and accounting records 
Corporate records A company must keep (at its registered office or such other place as the directors determine) minutes of all meetings of directors, members, copies of all resolutions consented by directors and members, registers of all directors and officers of a company.
Contravention of this rule entails a penalty of $25 for each day during which the contravention continues.
Share Register  A copy of the Share Register must be kept at the registered office of the company.
Contravention of this rule entails a penalty of $100 + an additional penalty of $25 for each day during which the contravention continues.
Accounting records A company must keep proper accounting records that are sufficient
1) to show and correctly explain the IBC’s transactions;
2) to enable the financial position of the IBC to be determined with reasonable accuracy at any time; and
3) to enable for accounts of the IBC to be prepared.
"Accounting records" mean documents relating to assets and liabilities of the company including receipts and expenditure, sales and purchases and other transactions.
The accounting records must be kept at the registered office of the IBC or such other place as the directors think fit.
Where the accounting records of an IBC are kept at a place other than the registered office the company must inform the registered agent in writing of the physical address of that place. Where such place is changed, the company must within 14 days inform the registered agent in writing of the change of the physical address.
An IBC must retain all accounting records for 7 years, from the date of completion of the transactions to which they relate.
An IBC which fails to comply with this requirement is liable to a penalty of $100 and to an additional penalty of $25 for each day or part thereof during which the contravention continues. 
Reporting duties
Preparation of financial statements Not required, but can be arranged voluntarily.
Maintaining and keeping accounting records that enable a company to prepare financial statements, is presumed. 
Auditor’s report  Not required, but can be arranged voluntarily.
Filing of financial statements with the state authorities  Not required
Filing of annual return  Every company must (by the 31st day of December of each year) furnish to the registered agent a return in the form of a declaration that –
  • the company is keeping accounting records in accordance with the IBC Act and that such records can be made available through its registered agent; and the Share Register located at the registered office is complete and updated.
Taxation
Corporate taxation  No
Double tax treaties application No (due to IBC’s non-resident status in Seychelles)
Government fees  Annual renewal fee
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