Company redomiciliation is the process by which a company moves its “domicile” (place of incorporation) from one country to another by changing the country under whose laws it is registered, whilst maintaining the same legal identity.
Redomicile to the Seychelles fee – £1720
- Closing Agent fee
- Certificate of Good Standing
- Continuation into Seychelles (inclusive of Registered Agents fee)
- Government fee
- Filing Directors/ Shareholder particulars in Seychelles
- Due Diligence – per Director & Shareholder
- Directors Maintenance
- Courier Fees
It is possible under the Seychelles Companies Act for foreign companies to redomicile to the Seychelles without the necessity of winding up affairs in the country of original registration.
Once the foreign company is redomiciled it has the benefit from the same tax treatment as a Seychelles company.
Benefits of Redomiciling to the Seychelles
A redomiciled Seychelles company will have the same benefits as a IBC company incorporated in the Seychelles. Some of these benefits are:
- Non-resident companies are exempt from all taxes on income generated abroad
- The Seychelles IBC is 100% tax-exempt in the Seychelles, making it the ideal company for trading or for a holding company
- The names of the directors and shareholders do not appear on public record
- Bank Accounts may remain in place, as it is still the same company
Requirements to Redomicile
- The outgoing company must be fully up-to-date with its Annual Filings
- Documents need to be filed with and obtained from the outgoing registry e.g. resolutions and consent to redomicile.
- A Certificate of Good Standing (recently dated)
- A resolution to redomicile together with a Certificate of Good Standing, certified Memorandum & Articles
- Certificate of Incorporation (Certified)
- Directors Register
- Shareholders Register
Process of Redomicile to the Seychelles
In order for a company to re-domicile to the Seychelles an application has to be made to the Seychelles Registry of Companies, accompanied by the following documentation:
- Memorandum and Articles of Association (certified)
- Good Standing Certificate (certified)
- Resolution giving effect to the change
Once the Registrar is satisfied that the requirements for continuation have been complied with, the company will be registered, allocated a company number and issued with a Certificate of Continuation and is conclusive evidence that the company is continued as a Seychelles company.
Continuance of Redomiciled Company
- When a company redomiciles the company is only changing countries
- A new and separate entity is not created
- The company name and the date of incorporation will remain unchanged
- The company will be struck-off in the original registered country
- The company continues in existence and its property is unaffected
- It continues to be liable for all of its liabilities and obligations.
- Share Capital – there are no minimum share capital requirement
- Directors – only 1 director of any nationality is necessary for your company
- Shareholders – only 1 shareholder is required
- Shares – shares may be registered and issued in any currency
- Tax – an IBC is exempt from tax in the Seychelles
- Public Records – the Memorandum and Articles of Association are the only documents to be held on public record
- Confidential – the names of the directors and shareholders do not appear on public record
- Support – using our 20 years’ experience we guide you throughout every step of the company formation process.
Transferring to the UK
You cannot redomicile an overseas company to the UK.
There are several ways of transferring an activity to a UK company, this is considered a transfer of assets, which could mean that a capital gains liability may crystalise .
A client needs to:
- incorporate a new company in the UK with the same shareholdings as the overseas company
- transfer the current assets and liabilities
- a transfer of account holder has to be agreed with your bank
- transfer the title of any property.