Business entities in Seychelles in 2023

Healy Consultants will assist our Clients with incorporating the optimal corporate structure for their company. Most of our Clients contacting our Firm about Seychelles company setup are willing to do business outside or the country. Our Firm hence suggests to set up a Seychelles offshore company or a special license company, more complex to establish but with full access to Seychelles Double Tax Avoidance treaties. However, some of our Clients have also contacted us to establish a trading business in Seychelles, in which case they must register either a limited liability company or a limited liability partnership. Please find additional details regarding these business entities below.

The Seychelles offshore company (International Business Company)

• Locally known as “Seychelles IBC companies”, Seychelles offshore companies are only allowed to conduct operations and sign contracts with entities based outside of Seychelles. This business entity can be setup with only i) US$1 of capital ii) one shareholder and iii) one director, who can be the same person. Both can be corporates of individuals and do not need to be residents in Seychelles;
• The only registration requirements applicable to offshore companies in Seychelles are i) the provision of an address registered in Seychelles and ii) the appointment of a local agent, who must hold an international business license granted by the Seychelles International Business Authority;
• Seychelles offshore companies are not subject to i) corporate tax ii) annual returns or iii) audit requirements. They are not even required to submit financial statements, which must however be prepared and kept at the office of the company’s registered agent. However, they have no access to Double Tax Avoidances treaties.

The Seychelles special license company (CSL company)

• The Seychelles special license company is incorporated as a domestic company but then awarded a special license by the Seychelles Financial Services Authority. This business entity can be setup with i) a minimum of US$1 ii) two shareholders who can be corporates and non-resident foreigners iii) 2 individual directors and iv) one company secretary, the latter being the only person for which residency in Seychelles is required by law;
• Unlike Seychelles IBC companies, the Seychelles special license company (CLC company) is a company considered resident for tax purposes. In accordance with the Companies Special License Act of 2003, this business entity will however benefit from an advantageous corporate tax rate of 1.5% on its earnings sourced from outside of Seychelles. The company will also have access to Seychelles’ DTA treaties, provided its directors are ordinarily residing in the Seychelles;
• These tax advantages however come with more compliance requirements compared to Seychelles IBCs: Seychelles CSLs are indeed require to file every year i) an annual return and ii) audited financial statements.

The Seychelles limited liability company (proprietary company)

• Also known as the “Seychelles proprietary company”, the Seychelles LLC can be established with i) a minimum of US$1 ii) two shareholders who can be corporates and non-resident foreigners iii) 2 individual resident directors and iv) one resident company secretary;
• The Seychelles LLC will be allowed to trade in all sectors with both residents and nonresidents, provided the relevant license is granted in regulated industries. It is however subject to standard corporate tax rate of up to 33% on its earnings.

The Seychelles branch office

Foreign companies can set up branch offices in Seychelles but must appoint for such purpose two agents, who must be ordinarily residing in Seychelles. The scope of operations of the branch will be defined by the parent company. Also, the office will have an independent management team and a separate corporate bank account. If the branch encounters financial difficulties, the parent company bears unlimited liability for its debts.

Table of comparison between Seychelles business entities