BRIS GROUP · Company Formation & Taxation
Seychelles Company Formation FAQ
Seychelles International Business Company formation, ownership, accounting records, taxation and ongoing compliance.
Before you begin
Frequently asked questions about Seychelles
A Seychelles International Business Company (IBC) is formed under the International Business Companies Act 2016. This guide explains registration, beneficial ownership, accounting records and the current tax framework without promising blanket tax exemption.
Company formation in Seychelles
What is a Seychelles IBC?
An International Business Company is incorporated under the International Business Companies Act 2016, as amended, and is commonly used for international trading, holding and investment activities.
What entities are available in Seychelles?
The IBC is the principal international corporate form. Domestic companies, protected cell companies, foundations and trusts have distinct legislation and should not be described as interchangeable LLCs or SPVs.
Can non-residents own a Seychelles IBC?
Yes. Foreign individuals and legal entities may generally own all shares, subject to due diligence, sanctions and any regulated-activity restrictions.
How many directors and shareholders are required?
An ordinary IBC generally requires at least one director and one shareholder. Non-resident directors and corporate shareholders are permitted, subject to applicable legal restrictions.
Is a local director mandatory?
An ordinary Seychelles IBC does not generally need a Seychelles-resident director. A licensed Seychelles registered agent and registered office are required.
What is the minimum share capital?
The IBC Act does not impose a general minimum paid-up share capital. Authorised share capital and share classes are specified in the memorandum and articles.
How is an IBC incorporated?
A licensed registered agent submits the name and incorporation documents to the Seychelles Registrar. Identity verification and source-of-funds checks must be completed.
How long does incorporation take?
Registration can be prompt after a complete application, but agent due diligence, name clearance and documentation affect timing. Bank-account opening is separate.
What documents are needed?
Usually identification and proof of address for shareholders, directors and beneficial owners, ownership charts for corporate shareholders, business activity details and source-of-funds information.
Can an IBC trade with Seychelles residents?
The modern IBC regime permits certain Seychelles-related activities, but doing business in Seychelles can trigger registration, licensing and tax obligations. The old absolute prohibition should not be assumed.
Can incorporation be completed remotely?
Generally yes, through a licensed registered agent, provided identification, signatures and compliance requirements are met.
Are owners and directors anonymous?
No. Statutory registers and beneficial-ownership information must be maintained and disclosed to competent authorities where legally required. Public access is restricted, but absolute secrecy is not guaranteed.
Can an IBC hold overseas property and investments?
Generally yes, subject to the law where assets are located, applicable financial regulation and tax reporting in relevant countries.
Can an IBC obtain a corporate bank account?
It may apply to banks or payment institutions, but approval depends on independent KYC, ownership, business model and source-of-funds checks.
What are the key annual obligations?
Renew the registered agent and government registration, maintain statutory registers and accounting records, provide records to the registered office as required, and prepare an annual financial summary where applicable.
Taxation and ongoing compliance
Are Seychelles IBCs automatically exempt from all tax?
No. The historical blanket-exemption description is outdated. Seychelles business tax can apply to Seychelles-source income, and special rules for covered companies and foreign passive income may apply.
What are the business tax rates?
The Seychelles Revenue Commission lists company business tax rates of 15% on the first SCR 1 million of taxable income and 25% above that threshold. Taxability and any special regime depend on the entity and income.
Is foreign-source income always tax-free?
No universal exemption can be promised. Seychelles historically applied territorial taxation, but reforms effective from September 2021 introduced rules affecting covered companies, foreign passive income and economic substance.
Are dividends always free from withholding tax?
Not necessarily. Withholding treatment depends on the payment, payer, recipient and applicable Seychelles rules or treaty provisions; foreign shareholder taxes must also be considered.
Are offshore capital gains automatically exempt?
Not in every situation. Source, asset type, covered-company rules and taxation in the country where assets are situated may affect the result.
Does Seychelles have VAT?
Yes. Seychelles has a VAT system. An IBC with no taxable Seychelles supplies may have no local VAT registration requirement, but it is incorrect to say the country has no VAT.
Are retained earnings taxable?
Where income is taxable, retaining profits rather than distributing them does not by itself remove the tax obligation.
Does an IBC have to keep accounting records?
Yes. Records must sufficiently explain transactions and financial position and generally be retained for at least seven years. The absence of an ordinary audit requirement does not remove bookkeeping duties.
Must records be sent to Seychelles?
Under section 175 of the IBC Act, copies of accounting records kept abroad generally must be lodged at the Seychelles registered office at least twice yearly; electronic copies may suffice.
Is an annual financial summary required?
Generally yes, within six months after financial year-end, except for qualifying holding companies that are not large companies. It is maintained at the registered office rather than automatically filed as a public annual account.
Does every IBC file a business tax return?
No single filing rule fits all IBCs. Seychelles-source income, covered-company status and other activities may trigger SRC registration and returns; confirm the specific position with the Seychelles Revenue Commission.
Are related-party transactions unrestricted?
No. Transactions may be affected by Seychelles tax rules, economic substance, anti-avoidance measures and transfer-pricing rules in other jurisdictions.
Can an IBC employ staff in Seychelles?
Employment or operations in Seychelles may create payroll, immigration, licensing and tax obligations. Foreign staff may create liabilities where they work.
Does Seychelles have double-tax treaties?
Yes, Seychelles has double-taxation agreements with certain countries. Eligibility depends on the specific treaty, tax residence and anti-abuse rules.
What should an international owner check before formation?
Assess source of income, management location, covered-company and substance rules, ownership reporting, accounting records, banking and tax duties in the owner’s country of residence.
Continue your research
Further guidance
Explore the Seychelles formation service and official Seychelles tax and company-law resources.