168 Registered agent ceasing to be eligible to act

(1) For the purposes of this section, a person ceases to be eligible to act as a
registered agent if the person ceases to hold a licence to provide
to act
international corporate services under the International Corporate Service
Providers Act (Cap 275).

(2) Where a person ceases to be eligible to act as a registered agent, that
person shall, with respect to each company of which it was the registered
agent immediately before ceasing to be eligible to act, give notice in
accordance with subsection (3) to the company within 30 days of the
person ceasing to be eligible to act as a registered agent.

(3) A notice under subsection (2) shall —

(a) state that the person giving the notice has ceased to be eligible to
be the company‘s registered agent;

(b) state that it is a requirement under this Act that the company have
a registered agent in Seychelles;

(c) state that the company must appoint a new registered agent
within 90 days of the date of the notice;


(d) state that on the expiration of 90 days of the date of the notice,
the person giving the notice will cease to be the registered agent
of the company, if the company has not by then changed its
registered agent;

(e) state that the list of the names and addresses of all persons
authorised by the Authority to provide registered agent services
in Seychellescan be found on the Authority‘s Website; and

(f) be sent forthwith —

(i) by post or personal delivery to a director of the
company at his last known addressor by email to the
director at his last known email address; or

(ii) if the registered agent customarily received his
instructions concerning the company from a person
other than an officer, employee or member of the
company, by post or personal delivery to the person
from whom the registered agent last received
instructions concerning the company or by email to
such person at his last known email address.

(4) A person who has given a notice under subsection (2) shall within 14
days of giving such notice file a copy thereof with the Registrar, unless
the company which is sent a notice under subsection (2) has changed
registered agent since the giving of the notice.

(5) A company which is given a notice under subsection (2) shall, within 90
days of the date of the notice, change its registered agent in accordance
with section 169.

(6) A person who has ceased to be eligible to act as a registered agent ceases
to be the registered agent of each company to which it has sent a notice
under subsection (2), through a director or other person specified in
subsection (3), on the earlier of —

(a) the date that the company changes its registered agent in
accordance with subsection (5); or

(b) the first day following the expiry of the notice period specified
in subsection (5).

(7) In respect of the period from when a person ceases to be eligible to act as
a registered agent under subsection (1) until the person ceases to be the
registered agent of its client companies under subsection (6), the person
is —

(a) only permitted to preserve and transfer records relating to its
client companies to a successor registered agent;


(b) not permitted to provide any other services licensable under the
International Corporate Service Providers Act (Cap 275) to its
client companies; and

(c) not permitted to form or continue a company, to promote its
services as a registered agent or to otherwise conduct any other
activities as a registered agent.

(8) A person who contravenes subsection (2) or (7) commits an offence and
is liable on conviction to a fine not exceeding US$25,000.

(9) A director who knowingly permits a contravention (by a person who is a
body corporate) under subsection (2) or (7) commits an offence and is
liable on conviction to a fine not exceeding US$25,000.

(10) A company that contravenes subsection (5) shall be liable to a penalty fee
of US$25 for each day or part thereof during which the contravention
continues.

(11) A person does not contravene section 164(2) by reason only of the fact
that —

(a) it ceases to be eligible to act as a registered agent; and

(b) after ceasing to be eligible to act, it continues to be the registered
agent of a company during the period from the date it ceases to
be eligible to act to the date that the company appoints a new
registered agent.