5 Definition of international business companies

(1) An „international business company“ means a company incorporated or
continued, or converted into a company, under this Act and whose

memorandum states that it is subject to the restrictions referred to in
subsection (2).

(2) A company shall not —

(a) subject to subsection (3), carry on business in Seychelles;

(b) own an interest in immovable property situated in Seychelles, or
a lease of immovable property situated in Seychelles otherwise
than as referred to in subsection (3)(f);

(c) carry on banking business (as defined in the Financial Institutions
Act) in or outside Seychelles;

(d) carry on insurance business (as defined in the Insurance Act) —

(i) in Seychelles; or

(ii) outside Seychelles unless it is licensed or otherwise
legally able to do so under the laws of each country
outside Seychelles in which it carries on such business;

(e) carry on business providing international corporate services,
international trustee services or foundation services (as defined
in the International Corporate Service Providers Act (Cap 275))
except —

(i) to the extent permitted under the International
Corporate Service Providers Act (Cap 275); and

(ii) in the case of carrying on such business outside
Seychelles, if the company is licensed or otherwise
legally able to do so under the laws of each country
outside Seychelles in which it carries on such business;

(f) carry on securities business (as defined in the Securities Act) —

(i) in Seychelles; or

(ii) outside Seychelles unless it is licensed or otherwise
legally able to do so under the laws of each country
outside Seychelles in which it carries on such business;


(g) carry on business as a mutual fund (as defined in the Mutual Fund
and Hedge Fund Act) unless it is licensed or otherwise legally able
to do so under the Mutual Fund and Hedge Fund Act or under the
laws of a recognized jurisdiction (as defined in the Mutual Fund and
Hedge Fund Act); or

(h) carry on gambling business (as defined in the Seychelles Gambling
Act), including interactive gambling business, —

(i) in Seychelles; or

(ii) outside Seychelles unless it is licensed or otherwise legally
able to do so under the laws of each country outside
Seychelles in which it carries on such business.

(3) For the purposes of subsection (2)(a), a company shall not be treated as
carrying on business in Seychelles by reason only that —

(a) it opens and maintains an account with a bank licensed under the
Financial Institutions Act;

(b) it engages the services of or otherwise deals with counsel, attorneys-
at-law, accountants, book-keepers, international corporate service
providers, international trustee service providers, foundation service
providers, mutual fund administrators or managers, securities
dealers, investment advisers or other similar persons carrying on
business in Seychelles;

(c) it prepares or maintains its books and records within Seychelles;

(d) it holds meetings of its directors or members, or passes written
consent resolutions of its directors or members, in Seychelles;

(e) it concludes or signs contracts in Seychelles, and exercises in
Seychelles all other powers, so far as may be necessary for the
carrying on of its business outside Seychelles;

(f) it holds shares, debt obligations or other securities in a company
incorporated under this Act or in a body corporate registered under
the Companies Act;

(g) it has any interest or entitlement as a beneficiary of a foundation
registered under the Foundations Act;

(h) it has any interest or entitlement as a beneficiary of a trust registered
under the International Trusts Act;

(i) it has any interest in a partnership registered under the Limited
Partnerships Act;

(j) it operates as a licensed mutual fund under the Mutual Fund and
Hedge Fund Act;


(k) shares, debt obligations or other securities in the company are
owned by a resident person;

(l) it is listed on a licensed securities exchange under the Securities
Act;

(m) it holds a licence under the International Trade Zone Act; or

(n) subject to the provisions of the International Corporate Service
Providers Act (Cap 275), any of its directors are resident persons.

(4) A company may own or manage a vessel registered in Seychelles under the
Merchant Shipping Act and the vessel may visit or be situated in Seychelles
waters, provided that the company shall not carry on any business in
Seychelles in contravention of section 5(2)(a), including, fishing, charter
or tourism business involving the vessel.