- Is amended by Companies (Special Licences) (Amendment) Act, 2018
- Is amended by Companies (Special Licences) (Amendment) Act, 2021
Companies (Special Licences) Act, 2003
Act 6 of 2003
- Commenced on 1 September 2003
- [This is the version of this document as it was at 31 December 2015 to 31 December 2018.]
1. Short titleThis Act may be cited as the Companies (Special Licences) Act, 2003.
2. InterpretationIn this Act,"Authority" means the Financial Services Authority established under the Financial Services Authority Act;[definition of "Authority" repealed and substituted by s 47(3) of Act 19 of 2013 with effect from 1 March 2014]"relevant company" is a company that is incorporated or continued in accordance with section 7 or section 17 of this Act;"Registrar of Companies" means the Registrar of Companies appointed under section 329 of the Companies Act, 1972;"prescribed" means prescribed by regulations made under this Act.
3. This Act to prevail over certain lawsNotwithstanding anything to the contrary in the Companies Act, 1972 or the International Business Companies Act, the provisions of this Act shall apply to, and in respect of, a relevant company
4. Objects of a relevant companyThe objects of a relevant company as stated in its memorandum shall be limited to the carrying on of any one or more of the businesses specified in Schedule 1.
5. Application for approval of Authority and incorporation
6. Documents forwarded to RegistrarWhere the approval referred to in section 5 is granted, the certificate of such approval and the documents referred to in section 5(2)(c), (d) and (e) in triplicate together with the written consent of the directors and the secretary to act as such shall be forwarded by the Authority to the Registrar of Companies.
8. Effect of incorporationWhere a relevant company is incorporated or continued in accordance with section 7 or section 15 as the case may be, the provisions of the Companies Act shall, subject to any provision to the contrary in this Act, apply to and in respect of that company.
9. Special Licence
10. Revocation of Licence etc
11. SharesA relevant company–
12. ManagementThe business and affairs of a relevant company shall be managed by a board of directors consisting of at least two individuals.
14. Meetings and resolutions
15. Annual return and accounts
16. Continuation of an IBC or a foreign company
17. Effect of continuationFrom the time of the issue by the Registrar of Companies of a certificate of continuation under section 16(1)(e)–(a)the company to which the certificate relates-(i)continues to be a body corporate incorporated in accordance with this Act, under the name designated in the articles of continuation,(ii)is capable of exercising all the powers of a company incorporated in accordance with this Act, and(iii)is no longer to be treated as a company incorporated under the International Business Companies Act or the laws of a jurisdiction outside Seychelles;(b)the memorandum and articles of the company, or their equivalent, as amended by the articles of continuation, are the memorandum and articles of the company;(c)property of every description, including choses in action and business of the company, continues to be vested in the company; and(d)the company continues to be liable for all of its claims, debts, liabilities and obligations.
18. Continuation outside Seychelles
19. Reservation of nameThe Authority may reserve the proposed name of a relevant company pending the incorporation of that company and issue a certificate stating the name so reserved if an application is made for that purpose in the prescribed manner.
21. TaxationWhere a relevant company is granted a licence under section 9,
22. Preservation of secrecy etc.
23. FeesIn respect of the several matters mentioned in the first column of the table set out in Schedule 3 to this Act, there shall be paid to the Authority the several fees specified in the second column of the table.
History of this document
06 August 2021 amendment not yet applied
01 January 2019 amendment not yet applied
31 December 2015 this version
01 September 2003