Seychelles IBC which is an International Business Company is the most famous and adaptable sort of offshore organization accessible in Seychelles. Like other exemplary offshore organizations, Seychelles IBC is intended to participate in international business.
Being an IBC, it is dependent upon the least formality. If you are planning to open an offshore company in Seychelles, IBC can be one of the most profitable choices for your investment.
However, we need to look at the corporate structure of the Seychelles IBC to understand more about directors and shareholders. Seychelles Company is flexible concerning shareholders and directors:
- IBC’s do not require more than one director
- For the registration of Seychelles IBC shareholders and directors may be of any nationality and residents of any country
- One shareholder and one director are allowed. The same person can be the shareholder and director
- The directors do not have to be shareholders
- Directors and shareholders may be natural persons or corporate entities
- Shares can be issued with or without Par Value
- Shares are issued in Registered form only, Bearer shares are no longer permitted
Seychelles IBC Corporate Structure
Legal Requirements
According to the International Business Company Act, an offshore company in Seychelles should have at least one director who can be a resident or non-resident of this country. Also, the director can be a natural person or a corporation, thus permitting the appointment of nominee directors. However, it is also possible for the owner of the company to be its director.
The director will be appointed by the shareholder(s) of the company before the registration of the offshore for his or her personal information to be filed with the Companies Register in Seychelles. The main role of the company director of a Seychelles offshore is to ensure the day-to-day activities of the business.
There is also the possibility of appointing one or more individuals to become managers in the offshore company in Seychelles. When appointing more individuals, these will form the Board of Directors of the company.
Another option is to appoint a specialized agent who provides nominee services in Seychelles. This service will be based on a contract and will usually have a limited duration corporate shareholders for a Seychelles offshore company. The other option for company management in a Seychelles IBC company is to appoint corporate directors.
This function can be completed by a Seychelles-based company that will have the same duties and responsibilities as a natural person. Most of the time, corporate directors are appointed by foreign investors opening offshore companies in Seychelles.
As mentioned above, both natural persons and companies can be appointed as nominee directors for IBC companies in Seychelles. These are usually services meant to help foreign investors who want to set up offshore companies in Seychelles to benefit from a fast business registration procedure.
Both nominee shareholders and directors can be appointed in Seychelles and these services offer various benefits. Among these are:
- Nominee directors are very popular in Seychelles and are also recognized by the law
- The nominee director services are offered based on a fixed-term contract which can be renewed
- The nominee director can provide important privacy benefits to the offshore owner
- The costs of such services are usually low and can ease the administration of the company
- The nominee director will perform the same activities as any other company manager
- The nominee director will report directly to the beneficial owner of the Seychelles offshore
- Offshore company registration requirements in Seychelles
- The registration of an offshore company in Seychelles implies respecting a few requirements, among which:
- Ensuring the minimum shareholding structure requirement and having a local address in Seychelles
- Ensuring the company has at least one director, who can be a resident or non-resident natural person or corporation
- Ensuring the minimum share capital requirement which must comply with the activities of the company
- Ensuring the offshore company has a minimum authorized share capital, which can be denominated in any currency
Meetings of Shareholders and Directors of Seychelles Offshore Companies
Seychelles IBC’s do not need to hold Annual General Meetings of its shareholders. If such a meeting is decided on, it may be held anywhere in the world and by any means including by telephone or other electronic means, once the shareholders can communicate effectively with each other.
Directors’ meetings are not required. When a meeting of shareholders and directors is held, a proxy may represent a shareholder or director and speak or vote on his behalf.
Bearer Shares
A Seychelles IBC may issue bearer shares; however legal restrictions apply to their issue and transfer. In case any shares are issued to the bearer, the Registered Agent of the company (us), must still keep a record (a Register of Bearer Shares) where the names and addresses of all individuals, to whom the bearer shares have been issued, are recorded.
A subsequent transfer of a bearer share will not be effective until the name of the new holder of a bearer share is recorded in that Register.
CONCLUSION
Seychelles is one of the best countries to set up an offshore company. When setting up an offshore International Business company all you need is a minimum of 1 director and 1 shareholder. Also, this can be as few as one person or one legal entity in total. It is important to understand all the legal requirements according to the IBC Act before setting up an offshore company.
Get in touch with us for assistance in Seychelles Offshore Company Formation.