Where a Seychelles company has only one member who is an individual and that member is also the sole director of the company, notwithstanding anything contained in the memorandum or articles, that sole member/director may, by instrument in writing, nominate a person who is not disqualified from being a director of the company as a reserve director of the company to act in the place of the sole director in the event of his death ie per section 135 of the new Seychelles IBC Act (which can be viewed via this Link: http://www.fsaseychelles.sc/index.php/download/send/3-legislations/46-ibc-act-2016 ).
The nomination of a person as a reserve director of the company ceases to have effect if:
(a) before the death of the sole member/director who nominated him: (i) the person resigns as reserve director; or (ii) the sole member/director revokes the nomination in writing; or
(b) the sole member/director who nominated him ceases to be the sole member/director of the company for any reason other than his death.
The procedure is:
- We would need to collect via email and review DD/KYC re the reserve Director per the requirements
- We would draft and arrange for the reserve Director sign a Consent to act as Reserve Director
- We/you would call a board meeting for your IBC and pass a resolution at the meeting authorizing the appointment of the Reserve Director
- We would then note the Company’s statutory records re the appointment of a/the Reserve Director
- We would then advise the Reserve Director that he/she has been formally appointed
