Incorporate Seychelles offshore yourself! How?

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Incorporate Seychelles yourself   

 

Incorporate your own Seychelles offshore company !

Many incorporation sources in Internet instructs you to pay for incorporation, structuring, domiciliation and other stuff, supposing you either professional, familiar with Seychelles legislation or novice going to pay high fees for know-how.

If you have decided to incorporate International Business Company in Seychelles, let's have a look on this hundred or even thousands of dollars worth know-how and go through the Seychelles incorporation procedure and it's "ingredients" on the basis of International Business Companies Act, 1994 - the main document regulating Seychelles IBC incorporation.

 

Reference Incorporation procedure How much you should pay for it
 
Decision Making

[Section 5]

Check with your plans that IBC to be incorporated:'

  1. is not going to carry on business in Seychelles;
  2. is not going to own an interest in immovable property situate in Seychelles, or a lease of immovable property situate in Seychelles;
  3. is not going to carry on banking, trust business, business as an insurance or a reinsurance company, business of providing the registered office for companies.
Your time.

Decide on nominee service

If for some reasons you are going to be just beneficial owner of the Seychelles IBC, you should decide on nominee shareholders and nominee director for company being incorporated. Power to act in the name of company then should be given to you by General Power of Attorney signed by nominee director.
For your information:
  1. only one shareholder and one director is required (it is minimum). Their particulars do not appear on public record;
  2. shareholders, directors and officers need not be resident in the Seychelles and there is no stipulation as to their nationality.
If decide to buy this service, you should not pay above U$ 200 per year for directors and U$ 300 for shareholders.
[(a) Section 9]
[1(a) Section 28]
[Section 31]
[(b) Section 9]
[(e) Section 12]
[1(b) Schedule]
[1(c) Schedule]
[1(d) Schedule]
Decide on capital structure for your Seychelles IBC:
  1. to issue registered shares or shares issued to bearer or both;'
For your information: There will be indicated the names and addresses of the persons who hold registered shares in the company, with Share Register.' A share issued to bearer is transferable by delivery of the certificate relating to the share.'
  1. make decision to incorporate Seychelles IBC with combination of following shares:'
    1. voting shares;
    2. non-voting shares;
    3. shares that may have more or less than one vote per share;
    4. shares that may be voted only on certain matters or only upon the occurrence of certain events;
    5. shares that may be voted only when held by persons who meet specified requirements;
    6. no par value shares;
    7. unnumbered shares;
For your information: If there is only one owner of Seychelles IBC, these questions are of less importance. For more options how to structure your capital, please refer to [Section 9].
  1. the currency in which shares in the company shall be issued;'
  2. amount of authorized capital.
For your information: Your Seychelles IBC will have to pay to the Registrar the following fees depending on authorized capital you decide:'
  1. U$100 if authorized capital is U$5,000 or less;'
  2. U$300 if authorized capital is U$5,000 ... U$ 50,000;'
  3. U$1,00 if authorized capital exceeds U$ 50,000.'
Your time.
[Section 11] Decide on the name of the company.
  1. The word "Limited", "Corporation", "Incorporated", "Sociiti Anonyme" or "Sociedad Anomina", "Public Limited Company", "Societi ` Responsabiliti Limitie", "Berhad", "Proprietary", "Namloze Vennootschap", "Besloten Vennootschap", "Aktiengesellschaft" or "Limited Life Company" or the abbreviation "Ltd", "Corp", "Inc" or "S.A.", "PLC", "S.A.R.L.", "Bhd", "Pty", "NV", "B.V.", "A.G." or "LLC" shall form part of the name of company;
  2. the name of a company may be expressed in any language but where the name is not in a national language a translation and transliteration of the name in English or French shall be given;
  3. the name should not contain the words "Assurance", "Bank", "Building Society", "Chamber of Commerce", "Chartered, "Cooperative", "Imperial", "Insurance", "Municipal", "Trust", "Foundation", or a words conveying a similar meaning, suggesting the patronage of or connection with Seychelles or the Government of Seychelles;
  4. avoid words with indecent, offensive or, in the opinion of the Registrar otherwise objectionable or misleading meaning.
Your time.
[1 Section 38]
[2 Section 38]
[1 Section 39]
[2 Section 39]

Decide on the address within Seychelles of the registered office of the company and decide on the registered agent from the official list. Generally speaking if you have not already idea how to get the address within Seychelles for registered office, it will be more cost effective to ask the registered agent for this service.

For your information:

A company incorporated under the International Business Companies Act, 1994 shall at all times have a registered office in Seychelles.'

The directors of the company may change the address of the registered office. Change shall be notified to the Registrar.'

A company incorporated under the International Business Companies Act, 1994 shall at all times have a registered agent in Seychelles.'

All applications made and all documents required to be submitted to the Registrar of International Business Companies by a company shall be made through the registered agent who shall verify in writing the signature of any person appearing on the application or document and the registered agent may accept service on behalf of the company and any service accepted by the registered agent shall be deemed to have been accepted by the company.'

This is the part You should better rely on registered agent. Choose him from the list and try to negotiate this service (address, agent, registration procedure) as well as assistance in creating Memorandum and Articles, plus document's delivery) for U$ 300 or less.

Decide whether you need some additional certification (notarization or apostilization) of documents or not. If you need, decide which documents, because usually notarization (also apostilization) costs the same amount notwithstanding the number of documents being notarized or apostilized. Your decision is based on the requirements of banks, business partners and other counterparts your Seychelles IBC is going to work with.

For your information:
Apostilization means special authentication (legalization) of documents to be used in any country that have joined the 1961 Hague Convention. Whether the documents with apostille will be accepted by specific country you could learn from the list of countries joined 1961 Hague Convention.
Each notarization should not cost more than U$ 150 and each apostille not more than U$ 200.
 
Registration paperwork

[1 Section 12]
[3 Section 12]
[5 Section 12]

Memorandum - should be provided to registered agent before registration.
Memorandum should include the information you already have decided (name of the company, registered office, name and address of registered agent, purposes for which the company is to be incorporated and other, mentioned in [Section12].'
The Memorandum shall be subscribed to by one or more persons in the presence of another person who shall write his full name and address and sign as a witness.'
May be written in the English or French. If written in other language, shall be accompanied by a translation to the English or French, certified by the registered agent.'

Usually the registered agent will help you with specific details and also with some template. These costs better to be included in registered agent fee.
[1 Section 13]
[1 Section 27]
[2 Section 27]
[Section 43]

Articles - usually submitted together with Memorandum, but if not submitted with the Memorandum shall be submitted within 30 days following the date of incorporation.'
The Articles shall be subscribed to by each subscriber of the Memorandum in the presence of another person who shall write his full name and address and sign as a witness.
In the Articles should be stated whether or not certificates in respect of its shares shall be issued. You could also state here that signatures on the certificates could be facsimiles.'
The Articles should also state the number of directors in your Seychelles company.'
English or French requirements the same as to Memorandum.

The same as to Memorandum.
 
Registration and Incorporation procedure

[3 Section 14]
[Section 16]
[2 Section 27]
[3 Section 27]

Registration procedure will be done by your registered agent why will apply to the Registrar of International Business Companies. Incorporation documents you should receive from your registered agent on the time scheduled agreed with him.
Upon registration of the Memorandum, the Registrar of International Business Companies shall issue a certificate of incorporation under his hand certifying that the company is incorporated.'
A certificate of incorporation of a company incorporated under this Act issued by the Registrar is prima facie evidence of compliance with all requirements of the International Business Companies Act, 1994 in respect of incorporation.'
If you have decided in your Seychelles company Articles that certificates of shares should be issued, the certificates shall be evidenced by the signature of a director or officer of the company. Signatures could be facsimiles if you have stated so in Articles.'
If certificate issued, specifying a share held by a member of the company is prima facie evidence of the title of the member to the share specified therein.'

Annual license fee to Registrar is fixed to U$ 100 (if authorized capital is $5,000 or less)
 
Management Paperwork

[Section 41]
[3 Section 27]
[1 Section 70]
[2 Section 70]
[3 Section 70]

The business and affairs of your Seychelles company shall be managed by a board of directors that consists of one or more persons who may be individuals or companies.'
Subscribers to the Memorandum should elect the first directors (one or more) and document it by Minutes of Meeting of Directors.'
For more information on your Seychelles IBC management options, please refer to [Section 41 - 57].

If you are working through nominees or there is some other reason to issue the Power of Attorney, this is another paperwork that should be accomplished to delegate authority to open a bank accounts, sign contracts e.t.c. Such Power of Attorney should be signed by company director.

For your information:
Your Seychelles company may, by an instrument in writing, authorize a person, either generally or in respect of any specified matters, as its agent to act on behalf of the company and to execute contracts, agreements, deeds and other instruments on behalf of the company.'
Such contract, agreement, deed or other instrument executed on behalf of the company by an agent, is binding on the company and has the same effect as if it were executed by the company.'
Such power of attorney applies both within and outside Seychelles.'
Your time.

 

 

 

 

 

 

One Power of Attorney should be included in nominee service price. If additional Power of Attorney necessary, you should not pay more than U$150 for it.
 
Summary

Now we could sum all the expenses related to your Seychelles IBC incorporation and there are the results:

+ Incorporation of Seychelles - not more than U$ 400
+ If notarization necessary add not more than U$150
+ If apostille necessary add not more than U$200
+ If nominee directors necessary add not more than U$200
+ If nominee shareholders necessary add not more than U$300
If you do want to form a Seychelles IBC without getting too deep in incorporation details AND do not want to pay too much for this, you can consider the services of Seychelles offshore providers working on high volumes and affordable end user prices, for example Seychelles Offshore company.

 

Seychelles Incorporation Information

Incorporate Seychelles company yourself
International Business Companies Act, 1994
List of Seychelles registered agents
Seychelles incorporation benefits
Seychelles - modern business alternative
Other useful Seychelles offshore links
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