I’m often asked by people who own (or who are setting up) a Seychelles International Business Company (“IBC”) What records do I have to keep for my IBC?
The record keeping requirements of the Seychelles IBC are as spelt out in the Seychelles International Business Companies Act 1994 as amended. A consolidated copy of the Act (Incorporating all amendments) can be viewed here: http://greybook.seylii.org/se/CAP100A#!fragment/zoupio-_Toc410944342/KGhhc2g6KGNodW5rxIVhbsSHb3JUZXh0OnpvdXBpby1fVG9jNDEwOTQ0MzQyKSxsZWZ0UMSNZU5vdGVJZDonJyxuxLVlc1F1ZXJ5xLrEvHNjcm9sbEPEiMSKOiFuLHNlYXLEh8WCxYTFhsS7xZXFl8WZaFPEkHRCxYZSRUxFVkFOQ0UsdGFiOnTEoCkp
(a) A Seychelles IBC is required to keep a share register at the Company’s registered office – see section 28.3
(b) A Seychelles IBC is obliged to keep accounting records and to advise of the address where those records are kept – see section 65.1
(c) A Seychelles IBC is obliged to take minutes of company meetings and to keep copies of same + board resolutions – see section 65.2
(d) The Register of Directors and copies of minutes/resolutions for/re a Seychelles IBC can be kept anywhere but the company must advise the address where they are kept (See section 65.2
A Seychelles IBC must also compile and file in its Registered Office a basic annual return. Here is an example of what a typical annual return looks like (the names/addresses/details etc are all fictitious):
“XYZ Holdings Group Limited (“the Company”)
Number : 999999
ANNUAL RETURN DECLARATION
Section 119 of the International Business Companies Act, 1994 (as amended)
For the period ending 31/12/2015
I hereby declare that:
a) Accounting records (“records”) are being kept by the Company in accordance with the International
Business Companies Act, 1994 (as amended) at
1 Smith Street, Smithtown, Smith State, Utopia
and that such records shall be made available through the Company’s Registered Agent on request
without delay and;
b) The Share Register of the Company located at its Registered Office is updated and complete and a true
extract of Registers of the current shareholders, directors and other officers is produced here:
Director: Bla Bla Bla Management Ltd.
Registered Shareholder: Yeh Yeh Yeh Holdings Ltd.
I also hereby declare that:
1) I understand that should the Company violate the provisions of Section 119 of the International Business
Companies Act, 1994 (as amended), the Company and each director will each be liable to a penalty of $100
and to an additional penalty of $25 each day or part thereof during which the contravention continues.
2) All records and information will be retained for at least 7 years and shall be made available through the
Registered Agent on request and without delay, even in the event that the Company is struck off.
3) The activity summary of this entity is sale of commodities, bonds and financial instruments. In relation to
the details about the sale of commodities, please be aware that the company will be engaged in trading and
selling of gold, gold certificates, silver, silver certificates, financial bonds, petroleoum products and
minerals. This trading will be done using brokers already established in those industries and based in
various countries around the globe. In relation of the countries, here is the list. USA, Canada, Mexico, Brazil,
Europe (European Union), Russia, Switzerland, Isle of Man, UAE, Saudi Arabia, China, Hong Kong, Singapore,
Philippines, Japan, Australia, New Zealand
4) All assets of the Company have been lawfully introduced and are not derived from or otherwise connected
with any illegal activity.
5) The Company is not engaged or involved directly or indirectly with any unlawful activity or used for any
6) The Company is not and will not be engaged in any activity which requires a licence, consent or approval
in any jurisdiction without first obtaining such licence, consent or approval or which will breach any
conditions contained in any such licence, consent or approval;
I understand that this Compliance Annual Return Declaration will not be filed publicly and that it will be retained
privately by the Registered Agent. I hereby declare that the above is true and accurate and that I am not providing
false, misleading or inaccurate information.
Signed For And On Behalf Of The Company : ________________________________
Name of Director Or Authorized Signatory*: Bla Bla BLa Management Ltd
*Authorization must be in writing and be provided to the Registered Agent. Authorization can be given by way of a
resolution of the directors or a power of attorney. ”