Company Registration in the Seychelles

Advantages of Company Registration in the Seychelles

Company registration in the Seychelles still provides the benefits of operating in an offshore jurisdiction. Currently, the key advantages include:

1. No taxation on profits of non-resident companies. One of the 2019 updates was the transition of Seychelles to a territorial tax system. IBCs are considered resident for tax purposes but follow a territorial system, meaning income earned from foreign sources is not taxed in Seychelles. However, under the Business Tax (Amendment) Act 2020, effective September 15, 2021, the territorial principle remains, but additional taxation rules apply to companies that are part of international groups (so-called covered companies).
2. Ease and speed of company formation. Registration takes about 2–5 days, requiring a minimal set of documents. The Seychelles Registrar is among the fastest globally due to the simplicity of the process and minimal document preparation requirements.
3. Availability of the International Business Company (IBC) structure. Seychelles still allows this form, whereas it is no longer available in BVI, Saint Vincent, or the Marshall Islands.
4. Low cost of company registration and maintenance. The cost of maintaining a Seychelles company is among the lowest worldwide. While IBCs are available, they are not as unrestricted as in some jurisdictions where IBC registration has been suspended or limited.
5. Confidential company registers. Although discussions about a possible public registry of beneficial owners, directors, and shareholders are ongoing, the register remains private. The IBC Act mandates submission of directors’ information to the registry and notification of changes within 30 days. Non-compliance incurs a fine (reduced in the 2016 amendments but still significant at $250 plus $25 per day until rectified).
6. No minimum share capital requirement. There is no obligation to pay or maintain a minimum share capital.

Corporate Structures in Seychelles

Seychelles’ strong offshore history continues to attract entrepreneurs worldwide who want the benefits of an offshore zone. Despite changes, the jurisdiction retains features of an offshore territory, primarily the ability to register a company as an IBC (International Business Company).

• International Business Company (IBC).
  This is the typical offshore company structure. An IBC requires at least one director and one shareholder (individuals or legal entities) with no residency requirements, meaning participants can be from any country, and the company can be 100% foreign-owned. The main legal framework is the International Business Companies Act 2016, with amendments in 2018 and 2019. Unlike Saint Vincent, where IBC formation ceased on January 1, 2019, Seychelles still allows IBC registration.

Company Registration in the Seychelles: the Procedure

Company registration in the Seychelles is straightforward. As an offshore jurisdiction, there are no special requirements for founders. Only a minimal set of documents is needed for all participants (check with our experts), along with the following information:

• 2–3 preferred company names in order of priority;
• company structure (directors, shareholders, beneficiaries);
• company activity type.

Once all documents and information are collected, registration begins immediately. The process, from document submission to the preparation of the final corporate package, includes:

1. Company name check and approval – takes less than 6 hours.
2. Preparation of forms and collection of necessary documents (passport, PEP forms, SOF, proof of address, etc.) for submission to the Registry.
3. Company registration with the Registry – 2–5 business days after submission of all forms and documents.
4. Preparation of constitutional documents and company seal (if needed).
5. Notarization and apostille of documents, if required. Notarization takes 1–2 days; apostille takes 1–4 days.
6. Delivery of all finalized documents and seal (if requested) to the address provided by the founder.

The process is simple and efficient, with a highly responsive Seychelles Registry facilitating registration for founders.

Key Features of Seychelles

Seychelles’ government policy is progressive, making it a strong alternative to offshore jurisdictions like the Marshall Islands, BVI, Saint Vincent, Belize, etc. Key changes and features include:

Main amendments to the International Business Companies Act of Seychelles:

1. Transition to a territorial tax system. Companies registered from 2019 are subject to this from Q2 2019; those registered earlier are exempt until 2021.
2. Removal of the restriction on conducting business locally. Companies can operate in the Seychelles but will be taxed as residents if earning local profits. This change aligns with the global trend of reducing traditional offshore territories.
3. Corporate tax provisions:
   Income tax depends on the source of income, ranging from 0% to 33% of net profit.
   VAT: standard rate 15%.
   Dividend tax for foreigners: none.
   Repayment of profits to a foreign parent: no tax for foreigners in Seychelles.
   Income tax: standard 15%, 0% for foreign-source income for foreigners. The territorial principle underpins Seychelles’ tax system.
4. Offshore companies must file annual financial and audit reports with the Seychelles Registry if earning taxable local income. Companies have 1 month to notify the Registry and 1 year to prepare and submit the Annual Return and audit report.
5. All registered companies must register with the Seychelles tax authority for tax purposes. Companies earning income outside Seychelles are not required to pay corporate tax, even if registered with a tax number.

Conclusion

Company registration in the Seychelles continues to attract investors worldwide with favorable business conditions. Despite regulatory pressures from FATF (Financial Action Task Force) and OECD (Organisation for Economic Co-operation and Development), Seychelles maintains a balance between international compliance and entrepreneurial interests. While it is no longer a traditional offshore jurisdiction, it still offers preferential conditions for doing business.