INTERNATIONAL BUSINESS COMPANIES ACT, 1994
ARRANGEMENT OF SECTIONS
Section
PART I
PRELIMINARY
1. Short title and commencement
2. Interpretation
PART II
CONSTITUTION OF COMPANIES
3 Incorporation
4 Restrictions on incorporation
5 Requirements of International Business Company
6 Effect of failure to satisfy requirements of section 5
7 Personal liability
8 Business objects or purposes
9 Powers
10 Validity of acts of company
11 Name of company
12 Memorandum
13 Articles
14 Registrar and incorporation of companies
15 Certificate of incorporation
16 Certificate to be evidence of compliance
17 Amendment of Memorandum or Articles
18 Copies of Memorandum and Articles to members
PART III
CAPITAL AND DIVIDENDS
19 Consideration for shares
20 Amount of consideration
21 Fractional share
22 Capital and surplus accounts
23 Dividends of shares
24 Increase or reduction of authorised capital
25 Division and combination
26 Nature of share
27 Share certificates
28 Share Register
29 Rectification of share Register
30 Transfer of registered shares
31 Transfer of bearer shares
32 Seizure
33 Acquisition of shares
34 Treasury shares disabled in respect of voting and dividends
35 Increase or reduction of capital
36 Dividends
37 Appreciation of assets
PART IV
REGISTERED OFFICE AND AGENT
38 Registered office
39 Registered agent
40 Penalty for contravening section 38 and 39
PART V
DIRECTORS, OFFICERS, AGENTS AND LIQUIDATORS
41 Management by directors
42 Election and removal of directors
43 Number of directors
44 Powers of directors
45 Emoluments of directors
46 Committee of directors
47 Meeting of directors
48 Notice of meetings of directors
49 Quorum for meetings of directors
50 Consents
51 Alternate
52 Officers
53 Standard of care
54 Reliance on records and reports
55 Conflict of interest
56 Indemnities
57 Insurance
PART VI
PROTECTION OF MEMBERS AND CREDITORS
58 Meetings of members
59 Notice of meetings of members
60 Quorum for meetings of members
61 Voting by members
62 Consents of members
63 Service of notice on members
64 Service of process etc on company
65 Books and records
66 Inspection of books and records
67 Contracts
68 Promotor's contracts
69 Notes and bills of exchange
70 Power of Attorney
71 Authentication and attestation of documents
72 Personal liability
PART VII
MERGER, CONSOLIDATION, SALE OF ASSETS, FORCED REDEMPTIONS, ARRANGEMENTS AND DISSENTERS
73 Interpretation
74 Merger and consolidation
75 Merger with subsidiary
76 Effect of merger or consolidation
77 Merger or consolidation with foreign company
78 Disposition of assets
79 Redemption of minority shares
80 Arrangements
81 Rights of dissenters
PART VIII
CONTINUATION
82 Continuation
83 Provisional registration
84 Certificate of continuation
85 Effect of continuation
86 Continuation outside Seychelles
PART IX
WINDING UP, DISSOLUTION AND STRIKING OFF
87 Winding-up by resolution of directors
88 Voluntary winding-up and dissolution
89 Powers of directors in winding-up and dissolution
90 Duties of liquidators
91 Powers of liquidators
92 Plans of dissolution and articles of dissolution
93 Rescinding articles of association
94 Winding-up and dissolution of company unable to pay its claims etc.
95 Winding-up and dissolution by the court
96 Receivers and managers
97 Striking-off
98 Restoration to Register
99 Effect of striking-off
100 Appointment of official liquidator
101 Dissolution of company struck off
PART X
FEES AND PENALTIES
102 Registration and other specified fees
103 Licence fees
104 Penalties payable to Registrar
105 Recovery of penalty
106 Companies struck off liable for fees etc.
107 Fees etc. to be paid into Consolidated Fund
108 Prior payment of fees
PART XI
EXEMPTIONS
109 Exemption
PART XII
MISCELLANEOUS
110 Regularised Rules of Court
111 Form of Certificate
112 Certificate of good standing
113 Inspection of documents
114 Jurisdiction
115 Declaration by court
SCHEDULE
PART I
REGISTRATION AND OTHER SPECIFIED FEES
PART II