We are pleased to announce the introduction of amendments to the Seychelles International Business Companies legislation, following the enactment of the International Business Companies (Amendment) Act, 2024 (the “Amendment Act”), effective from 18 December 2024. These amendments aim to modernize the law and introduce significant updates, particularly in the following areas:

1. Disclosure Requirements
   
   For Companies with a nominee shareholder (i.e. a nominee holds shares on behalf of another person (the nominator)), the details of the nominator must be included in the register of members.  
   
   If the nominator is an individual, the register must include their name, address, date of birth, and nationality. If the nominator is a body corporate, it should include its name, address, date of incorporation or registration, and place of incorporation or registration.
   
   This change aims to enhance transparency and accountability within companies.
   
   
2. Inspection of Registers
   
   The Amendment Act now permits inspections to be carried out by a duly appointed attorney of the director or member. Previously, inspections of the register of directors had to be conducted by a director or member of the company themselves.
   
   These amendments are designed to improve transparency, streamline administrative processes, and ensure compliance with international standards.
   
   
3. Transfer of Records
   
   Former registered agents are now required to transfer company records to new registered agents within 30 days of appointment.
   
   This ensures the continuous availability of company information and smooth transitions between agents.
   
   
4. Striking Off
   
   The timeframe for striking off companies that fail to pay their annual fees has been reduced to 180 days. The Registrar is also required to publish a notice of the striking-off, ensuring that stakeholders are informed promptly.
   
   These amendments are designed to align Seychelles' legislation with international standards, and streamline business operations.
   
   
5. Dissolution of the Company struck off the register
   
   Companies struck off by the register will be automatically dissolved, eliminating the previous one-year striking-off period. This means that an IBC can get automatically dissolved as soon as 180 days have elapsed if its annual license fees have remained unpaid for that period.
   
   Applications for restoration can be made within five years of the date of dissolution by the Registrar.
   
   
6. Optional registration of certain registers
   
   Under the Amendment Act, there is a requirement to file any changes in the register within 30 days of such changes occurring.
   

If you have not arranged the annual renewal or paid the renewal fees, such companies are at risk of being struck off. If you have not yet paid your annual license fee invoices, we recommend taking action promptly to avoid the risk of your entity being struck off and subsequently dissolved.

If you require further information for the Seychelles International Business Companies Act 2016, please feel free to reach out your usual contact persons at Kaizen.