Seychelles most commonly Seychelles most commonly used tax efficient vehiclesused tax efficient vehicles

About Intercontinental TrustAbout Intercontinental Trust

Started off in Mauritius back in 1999Started off in Mauritius back in 1999 Set up in Seychelles since 2005Set up in Seychelles since 2005 Key personnel have considerable Key personnel have considerable

experience in the Industry dating back to experience in the Industry dating back to 1993 1993

Over 125 staff globallyOver 125 staff globally Wide scope of servicesWide scope of services (from Int’l Tax planning, (from Int’l Tax planning,

corporate structuring & administration to accounting, fund and back corporate structuring & administration to accounting, fund and back office services)office services)

ISAE 3402 Type 2 Completed ISAE 3402 Type 2 Completed

The International The International Business Company (Business Company (““IBCIBC””) )

Competitive license fees Competitive license fees fixed for life fixed for life at the rate at the rate originally paid. If the fees are reduced, then the rate is originally paid. If the fees are reduced, then the rate is also reduced but if fees are raised the rate will remain also reduced but if fees are raised the rate will remain the same.the same.

Beneficial ownership and confidential information filed Beneficial ownership and confidential information filed with Registered Agent (not made public) – guaranteed with Registered Agent (not made public) – guaranteed by Lawby Law

Subject to nil Seychelles taxation on foreign incomeSubject to nil Seychelles taxation on foreign income All civil proceedings heard by a judge in chambers. Not All civil proceedings heard by a judge in chambers. Not

open courtopen court Ease of re-domiciliation (both in & out)Ease of re-domiciliation (both in & out) Ease of bank account opening in various jurisdictionsEase of bank account opening in various jurisdictions May own or manage a vessel registered in SeychellesMay own or manage a vessel registered in Seychelles Chinese names, Arabic or Cyrillic characters are Chinese names, Arabic or Cyrillic characters are

permittedpermitted Shelf companies are allowed & availableShelf companies are allowed & available Fast incorporations – within a dayFast incorporations – within a day

Minimal statutory requirements Minimal statutory requirements Minimum of 1 director and 1 shareholder – may be corporate or Minimum of 1 director and 1 shareholder – may be corporate or

individual in both cases.individual in both cases.

Shareholders, directors and officers need not be resident in Shareholders, directors and officers need not be resident in Seychelles.Seychelles.

No minimal capital requirement - may be issued in any currency.No minimal capital requirement - may be issued in any currency.

Accounting recordsAccounting records** must be maintained (but not filed) to give a must be maintained (but not filed) to give a true & fair view of the companytrue & fair view of the company’’s affairs & explain its transactions s affairs & explain its transactions

No returns are needed of shareholders, directors and officers.No returns are needed of shareholders, directors and officers.

No requirement to hold shareholdersNo requirement to hold shareholders’’ and directors and directors’’ meetings in meetings in the Seychelles. Telephone meetings are allowed but copies of all the Seychelles. Telephone meetings are allowed but copies of all minutes/resolutionsminutes/resolutions** must be kept at the registered office. must be kept at the registered office. ((

Register of Directors & Register of Members must now be kept in Register of Directors & Register of Members must now be kept in Seychelles but need not be filed with SIBASeychelles but need not be filed with SIBA

** (Registered Agent must be notified in writing of the physical address where such records (Registered Agent must be notified in writing of the physical address where such records are kept if kept outside registered office)are kept if kept outside registered office)

Ease of re-domiciliation to a Seychelles IBCEase of re-domiciliation to a Seychelles IBC

Notarised Certificate of incorporation & M&A – Notarised Certificate of incorporation & M&A – No apostille No apostille requiredrequired

Certificate of good standingCertificate of good standing

Articles of continuation signed by directors & shareholdersArticles of continuation signed by directors & shareholders

Updated Register of Members & Register of DirectorsUpdated Register of Members & Register of Directors

Time frame: Same as a new IBC incorporation – Time frame: Same as a new IBC incorporation – Within 24hrsWithin 24hrs

Typical use of the Seychelles IBCTypical use of the Seychelles IBC

Trading & investment worldwideTrading & investment worldwide

Cost-effective tax exempt Cost-effective tax exempt holdingholding company company (Property, Shares..etc)(Property, Shares..etc) WFOEs (Wholly Foreign Owned Enterprises) in ChinaWFOEs (Wholly Foreign Owned Enterprises) in China

Tax exempt Mutual FundTax exempt Mutual Fund

Hybrid company (i.e. limited by both shares & Hybrid company (i.e. limited by both shares & guarantee) – especially for Civil Law residentsguarantee) – especially for Civil Law residents

Tax Resident Companies – Tax Resident Companies – Companies with Special Companies with Special

Licences (Licences (““CSLCSL””)) Regulated by the Companies (Special Licences) Regulated by the Companies (Special Licences)

Act, 2003Act, 2003

Seychelles domestic company (formed under the Seychelles domestic company (formed under the domestic Companies Act 1972) to which a Special domestic Companies Act 1972) to which a Special Licence is granted under the Companies (Special Licence is granted under the Companies (Special Licences) Act by SIBA to carry any one or more Licences) Act by SIBA to carry any one or more specific activitiesspecific activities

CSL permitted activities CSL permitted activities Investment management and adviceInvestment management and advice Holding intellectual property – licensing/royaltiesHolding intellectual property – licensing/royalties Offshore bankingOffshore banking Offshore insuranceOffshore insurance ReinsuranceReinsurance Investment & holding company regimesInvestment & holding company regimes International marketing & distributionInternational marketing & distribution Group headquarters operationsGroup headquarters operations FranchisingFranchising Intra-group services provider, HR, accounting… Intra-group services provider, HR, accounting…

etc.etc. Any other business approved by SIBAAny other business approved by SIBA Now can also act as Mutual FundNow can also act as Mutual Fund

Statutory features Statutory features of the CSLof the CSL

Minimum of two shareholders. Nominee shareholders allowed. Minimum of two shareholders. Nominee shareholders allowed. (Bearer shares are not permitted)(Bearer shares are not permitted)..

Minimum two directors who may not be resident in Seychelles Minimum two directors who may not be resident in Seychelles (although at least one resident director is recommended for Tax Residency purposes)(although at least one resident director is recommended for Tax Residency purposes)

No Corporate directors.No Corporate directors.

Seychelles resident secretary – must be a Corporate Service Seychelles resident secretary – must be a Corporate Service Provider in SeychellesProvider in Seychelles

Requirement to file audited accounts, returns and beneficial Requirement to file audited accounts, returns and beneficial ownership information, which are not made publicownership information, which are not made public

Continuation or re-domiciliation as a CSL allowed for companies Continuation or re-domiciliation as a CSL allowed for companies incorporated abroadincorporated abroad

CSL can be re-domiciled to another jurisdictionCSL can be re-domiciled to another jurisdiction

Tax advantages Tax advantages of the CSLof the CSL

Access to Seychelles tax treatiesAccess to Seychelles tax treaties Liable to Seychelles business tax at the rate of 1.5% on its world-wide Liable to Seychelles business tax at the rate of 1.5% on its world-wide

income (as an exception to the Seychelles territorial tax system)income (as an exception to the Seychelles territorial tax system) Normally, in DTA cases, foreign tax paid will be offset as a credit Normally, in DTA cases, foreign tax paid will be offset as a credit

against, and discharge in full, all Seychelles business tax liabilityagainst, and discharge in full, all Seychelles business tax liability No withholding taxes on dividends, interest and royalties, technical & No withholding taxes on dividends, interest and royalties, technical &

management feesmanagement fees Exemption from stamp duty on property transfers, share transfers and Exemption from stamp duty on property transfers, share transfers and

other business transactionsother business transactions Exemption from trades tax on all furniture and equipment imported into Exemption from trades tax on all furniture and equipment imported into

Seychelles for office useSeychelles for office use Exemptions from work permit fees for expatriate workersExemptions from work permit fees for expatriate workers These exemptions guaranteed for a period of ten years from the date These exemptions guaranteed for a period of ten years from the date

of incorporation of a relevant company, and after such period the of incorporation of a relevant company, and after such period the exemptions shall continue in force unless revoked/amended by exemptions shall continue in force unless revoked/amended by subsequent legislation.subsequent legislation.

No Capital Gains Tax in SeychellesNo Capital Gains Tax in Seychelles

CSL CSL Incorporation processIncorporation process

Application made to the Registrar of Companies through SIBAApplication made to the Registrar of Companies through SIBA

Time frame: up to 14 working days to be processed by SIBATime frame: up to 14 working days to be processed by SIBA

Due diligence requirements:Due diligence requirements:

Applicable to each director, beneficial owner and/or shareholder Applicable to each director, beneficial owner and/or shareholder of a proposed CSL:of a proposed CSL:

Certified true copy of passportCertified true copy of passport Certified proof of residential addressCertified proof of residential address Bank reference letterBank reference letter Curriculum Vitae (CV)Curriculum Vitae (CV)

CSL Local statutory & CSL Local statutory & legal requirements legal requirements

Minimum two directors who need not be resident in SeychellesMinimum two directors who need not be resident in Seychelles Local resident secretary – must be a Corporate Service Provider in Local resident secretary – must be a Corporate Service Provider in

SeychellesSeychelles Nominee shareholders allowed Nominee shareholders allowed (but names of persons on behalf of whom (but names of persons on behalf of whom

shares are held must be disclosed in the Register of shareholders – which is not available shares are held must be disclosed in the Register of shareholders – which is not available to the public)to the public)

Need to file annual return and accountsNeed to file annual return and accounts Minimum of two subscribers for incorporation with at least 10% of Minimum of two subscribers for incorporation with at least 10% of

the authorised capital to be fully issued at incorporationthe authorised capital to be fully issued at incorporation Registered office must be in SeychellesRegistered office must be in Seychelles Register of shareholders and debenture holders must be kept at Register of shareholders and debenture holders must be kept at

registered office or any other place in Seychellesregistered office or any other place in Seychelles Register of directors and secretary must be kept at registered officeRegister of directors and secretary must be kept at registered office Minutes book of shareholders and directors meetings to be kept at Minutes book of shareholders and directors meetings to be kept at

registered officeregistered office Accounting records may be kept at registered officeAccounting records may be kept at registered office

Recommendations to reinforce Recommendations to reinforce tax residence substance tax residence substance

in Seychellesin Seychelles Appointment of a majority of local resident directorsAppointment of a majority of local resident directors

Board meetings held and chaired from SeychellesBoard meetings held and chaired from Seychelles

Accounting records maintained in SeychellesAccounting records maintained in Seychelles

Opening of bank account in Seychelles and investment made Opening of bank account in Seychelles and investment made through a Seychellois bank accountthrough a Seychellois bank account

Local joint signatories to bank accountLocal joint signatories to bank account

Accounts to be audited by a local auditor in SeychellesAccounts to be audited by a local auditor in Seychelles

Holding companies in Seychelles e.g. IBCHolding companies in Seychelles e.g. IBC

Growing network ofGrowing network ofDouble Taxation Avoidance treaties Double Taxation Avoidance treaties

((““DTAsDTAs””))Ratified / In forceRatified / In force Signed but not in force yetSigned but not in force yet

ChinaChina Lesotho, Belgium

IndonesiaIndonesia Kuwait

SouthSouthAfricaAfrica

Zimbabwe

OmanOman Ethiopia, Bermuda

BotswanaBotswana :Luxembourg, Malawi:Luxembourg, Malawi

MauritiusMauritius San MarinoSan Marino

Thailand, MalaysiaThailand, Malaysia SwazilandSwaziland

Vietnam, CyprusVietnam, Cyprus Isle of ManIsle of Man

UAE, Bahrain, ZambiaUAE, Bahrain, Zambia Sri LankaSri Lanka

Qatar, MonacoQatar, Monaco

Seychelles – Indonesia DTASeychelles – Indonesia DTA

Seychelles – Indonesia DTA sets cap of 10% Seychelles – Indonesia DTA sets cap of 10% WHT on repatriated dividends (instead of usual WHT on repatriated dividends (instead of usual rate of 20%). Articles 13(4) provides that no rate of 20%). Articles 13(4) provides that no Indonesian capital gains tax applies on disposal Indonesian capital gains tax applies on disposal of shares in Indonesian companies held by a of shares in Indonesian companies held by a Seychelles CSLSeychelles CSL

This DTA has attracted much interest following This DTA has attracted much interest following the termination of the Mauritius – Indonesia DTA the termination of the Mauritius – Indonesia DTA at the end of 2004at the end of 2004

Seychelles – PRC DTASeychelles – PRC DTA

May be used as intermediary holding May be used as intermediary holding company – foreign investors may use a company – foreign investors may use a Seychelles CSL to own the Chinese Seychelles CSL to own the Chinese operating companyoperating company

Seychelles – PRC DTA caps the Chinese Seychelles – PRC DTA caps the Chinese WHT payable on repatriated dividends at a WHT payable on repatriated dividends at a low rate of 5% and on interest at 10%low rate of 5% and on interest at 10%

Seychelles – PRC DTA - contdSeychelles – PRC DTA - contd Likewise, while Chinese WHT on royalties is a Likewise, while Chinese WHT on royalties is a

““standardstandard”” rate of 20% under the Seychelles – rate of 20% under the Seychelles – PRC DTA, WHT is capped at 10%PRC DTA, WHT is capped at 10%

Given the CSL low tax rate of 1.5% on Given the CSL low tax rate of 1.5% on worldwide taxable income, in every worldwide taxable income, in every ““DTA AccesDTA Accesss”” case where foreign tax is paid of an amount case where foreign tax is paid of an amount higher than 1.5% (e.g. 5% Chinese WHT tax on higher than 1.5% (e.g. 5% Chinese WHT tax on dividends), Article 23 will apply such that the dividends), Article 23 will apply such that the foreign tax credit will be set off against, and foreign tax credit will be set off against, and discharge in full, all Seychelles business tax discharge in full, all Seychelles business tax liabilityliability

Summary Table of DTAsSummary Table of DTAs

CountryCountry EffectiveEffective DividendsDividends InterestInterest RoyaltiesRoyalties

ChinaChina 01/01/200101/01/2001 5%5% 10%10% 10%10%

IndonesiaIndonesia 01/01/200101/01/2001 10%10% 10%10% 10%10%

South AfricaSouth Africa 01/01/200301/01/2003 5/105/10%%

7.5%7.5% 10%10%

Oman*Oman* 01/01/200501/01/2005 5%5% 5%5% 10%10%

MauritiusMauritius 22/07/200522/07/2005 NilNil NilNil NilNil

BotswanaBotswana 22/07/200522/07/2005 5% if at least 25%5% if at least 25%shareholding.shareholding.

Otherwise 10%.Otherwise 10%.

7.5%7.5% 10%10%

*Oman – 10% on technical & management fees

Performance indicatorsPerformance indicators

Statistics on register as at 31-May-13Statistics on register as at 31-May-13

Number of Corporate Service Providers: Number of Corporate Service Providers: 6565

Number of International Business Companies (IBCs): Number of International Business Companies (IBCs): 125,339 125,339 (Annual growth of approx. 15-20%)(Annual growth of approx. 15-20%)

Number of Company Special Licenses (CSLs): Number of Company Special Licenses (CSLs): 260260

Thank you…Thank you…

ContactsContactsNeil Puresh (Seychelles) or Richard Wilson (Singapore) orNeil Puresh (Seychelles) or Richard Wilson (Singapore) or

Ben Lim / Tommy Lo / Francoise Chan / Yan Ng Ben Lim / Tommy Lo / Francoise Chan / Yan Ng (Mauritius)(Mauritius)

Intercontinental Trust (Seychelles) Ltd Intercontinental Trust (Seychelles) Ltd 11stst Floor, #5 DEKK House, De Zippora Street, Providence Industrial Estate, Floor, #5 DEKK House, De Zippora Street, Providence Industrial Estate,

P.O. Box 456, Mahé, Seychelles.P.O. Box 456, Mahé, Seychelles.

Tel: (248) 437 3689Tel: (248) 437 3689

Fax: (248) 437 3299Fax: (248) 437 3299 E-mail: E-mail: seychelles@intercontinentaltrust.sc

Website: Website: www.intercontinentaltrust.sc