1. Scope and legal purposes

The following general conditions govern the contractual relationship between FCBA Offshore Ltd and its customers. They are also an integral part of every contract entered into by FCBA Offshore Ltd with its customers. They govern the various services provided by FCBA Offshore Ltd, such as the creation of companies, opening of bank accounts and the business administration of companies.

The client undertakes not to use the contract or a part of the contract for illegal, immoral or defamatory purposes. FCBA Offshore Ltd reserves the right to cooperate with the competent authorities in the event of breaches by the customer. FCBA Offshore Ltd shall not be associated with the customer’s commercial activities.

The client shall be liable for the risk of legal incapacity of himself, his lawyers or a third party, unless FCBA Offshore Ltd has been informed of this incapacity in writing.

FCBA Offshore Ltd may refuse to apply all of the services offered to the customer without the need for justification.

FCBA Offshore Ltd reserves the right to change the terms and conditions at any time with immediate effect. The client shall be notified of such amendments by notice in writing. Amendments shall be deemed to be approved by the client unless FCBA Offshore Ltd receives a written objection thereto within four weeks from the date of the notice.

2. Detailed list of services

Bank account opening: FCBA Offshore Ltd assists the customer in opening a bank account. FCBA Offshore Ltd performs all the steps required for the customer to be fully satisfied. In order to provide an optimal service to customers, FCBA Offshore Ltd provides them with a list of carefully-selected banks. In some cases, the bank is obliged to refuse to open an account. This is particularly the case when the rules of due diligence are not complied with. FCBA Offshore Ltd undertakes to reimburse the customer all “consulting” fees if an account cannot be opened for him.

• Service to be rendered (bank account opening + internet banking + debit/credit card + currency…) and price are to be agreed with one of FCBA Offshore Ltd’s agent
• Payment can be done either by bank transfer (information on invoice) or by online secured payment (+ 5%)
• Any payment facilities have to be agreed by written with FCBA Offshore Ltd’s agent
• FCBA Offshore Ltd cannot be hold as responsible about the time taken by the authorities to register the company neither about the time taken by the client to send all necessary documents/information required to proceed with the company registration
• However, FCBA Ltd has to follow this process closely and to do it’s best to make it happen within 15 working days (one all documents received from the client)
• Each client can cancel his demand within 7 days and FCBA Ltd will reimburse all “consulting” fees related to the bank account opening if paid by using the online secured payment (credit/debit card)
• Finally, as an agent, FCBA Offshore Ltd is responsible for the bank account opening process but once opened, FCBA Offshore Ltd cannot be hold as responsible of what will happen between the bank and the client

Company incorporation: FCBA Offshore Ltd assists the customer in incorporating a company. FCBA Offshore Ltd performs all the steps required for the customer to be fully satisfied. In order to provide an optimal service to customers, FCBA Offshore Ltd has set up several local partnerships. In some cases, those partners are obliged to refuse to incorporate the company due to the law of their jurisdictions. This is particularly the case when the rules of due diligence are not complied with. FCBA Offshore Ltd undertakes to reimburse the customer all “consulting” fees if a company cannot be incorporated for him.

• Service to be rendered (company registration + documents of the full legal package…) and price are to be agreed with one of FCBA Offshore Ltd’s agent
• Payment can be done either by bank transfer (information on invoice) or by online secured payment (+ 5%)
• Any payment facilities have to be agreed by written with FCBA Offshore Ltd’s agent
• FCBA Offshore Ltd cannot be hold as responsible about the time taken by the authorities to open the bank account neither about the time taken by the client to send all necessary documents required by the bank
• However, FCBA Ltd has to follow this process closely and to do it’s best to make it happen within 30 working days (one all documents received from the client)
• Each client can cancel his demand within 7 days and FCBA Ltd will reimburse all “consulting” fees related to the company incorporation if paid by using the online secured payment (credit/debit card)
• Finally, as an agent, FCBA Offshore Ltd is responsible for the company incorporation process but once created, FCBA Offshore Ltd cannot be hold as responsible of what will happen with the business administration of this company

Business Administration: FCBA Offshore Ltd proposes to assist the client in the administration of his company and also to store for him all business records and documents related to his company. This service is provided in conjunction with local partners who are highly recognized in this field and FCBA Offshore Ltd cannot be held responsible for the financial mismanagement of the company administers by them. However, FCBA Offshore Ltd has to inform the beneficial owner of the company of all obligations which it must submit (example: annual renewal fees) in order to keep his company running.

• Service to be rendered (keeping of documents, support in maintaining the company alive from legal and administrative point of view) and price (monthly + renewal fees) to be agreed with one of FCBA Offshore Ltd’s agent
• Payment can be done either by bank transfer (information on invoice) or by online secured payment (+ 5%)
• Any payment facilities have to be agreed by written with FCBA Offshore Ltd’s agent
• As FCBA Offshore Ltd is providing to the client the business administration of its company through its agreement with its local business partners, FCBA Offshore Ltd cannot be held as responsible if the business relation with the partners is terminated
• In case of the event that FCBA Offshore Ltd will end its partnership with its local partner then FCBA Offshore Ltd must make aware its client about the impossibility of continuing the business administration of their company and should (in case) reimburse all monthly fees already paid for the coming month(s)…
• Each client subscribing to the business administration of their company must pay a monthly fee and must inform FCBA Offshore Ltd about their wish to stop subscribing this service 3 months in advance. In this case, the wish of ended the relationship is coming from the client and no reimbursement of fees will be done

3. Right to refuse services

FCBA Offshore Ltd reserves the right to refuse any and/or all its services to any client without giving any reason or explanation thereto, and cannot, under any circumstances, be held responsible for such refusal.

4. Legal advice

While FCBA Offshore Ltd endeavors to provide true and correct information on all its services, it is not providing legal advice. The client is responsible for ensuring that he/she has taken all necessary tax and legal advice with regard to the establishment and operation of the company and for ensuring that the activities will not breach the law of any relevant jurisdiction.

5. Legal purposes

The client warrants that he/she will not use any of the rights granted in any agreement for any illegal, obscene, immoral or defamatory purposes and will not in any way bring FCBA Offshore Ltd into disrepute. The client will not in any way whatsoever use or combine the FCBA Offshore Ltd name, in whole or in part, for the purpose of trading activities. FCBA Offshore Ltd reserves the right to cooperate with any official investigating authority if required in relation to any allegations of impropriety against the client.

6. Anti-money laundering and due diligence

The client shall provide FCBA Offshore Ltd with such information as FCBA Offshore Ltd considers necessary in order to ensure that the company complies with applicable legislation on anti-money laundering and due diligence. The client is responsible for ensuring that the information provided to FCBA Offshore Ltd is correct. The client also represents to FCBA Offshore Ltd that assets or funds introduced to a company do not represent either directly or indirectly the proceeds of a crime or other illegal activity. In order to enable FCBA Offshore Ltd to meet its legal obligation, the client shall keep FCBA Offshore Ltd fully and promptly informed of any changes in the beneficial ownership, shareholding and officers of the company.

7. Liability

Any agreement between FCBA Offshore Ltd and the client is called a contract.

Excluding specific provisions and negligence or fraud that cannot be excluded, any damage resulting from error or omission by FCBA Offshore Ltd or its employees shall be the customer’s liability. In addition, the customer shall accept liability for any damages related, directly or indirectly, to neglect, error, action or omission by any third party, institution or payment infrastructure.

The customer shall be held liable for any damage related to the use of postal services, telephone or fax, e-mail, or any other means of communication, as well as damage related to delays or misunderstandings, unless FCBA Offshore Ltd has committed serious negligence.

FCBA Offshore Ltd undertakes to make all necessary efforts to establish ancillary services. However, should these services fail to be implemented; FCBA Offshore Ltd accepts no responsibility. Similarly, when a bank account is being opened, FCBA Offshore Ltd acts as an intermediary between the bank and the customer. FCBA Offshore Ltd shall under no circumstance be held liable for any damage or dispute arising between the bank and the customer. FCBA Offshore Ltd acts as an intermediary and does not perform any activity on behalf of the Bank.

8. Client’s obligations

The client has the obligation to provide FCBA Offshore Ltd with all the necessary documents for either the bank account opening or the company incorporation. Also, the client has to pay the invoice related to the service rendered.

9. Competent jurisdiction

In case of dispute, the legally competent jurisdiction is the Seychelles court.