Seychelles CSL

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 Key Corporate Features

	General
	Type of entity:		CSL
	Type of law:		Hybrid
	Shelf company availability:		No
	Our time to establish a new company:		At least 1 month
	Minimum government fees (excluding taxation):		US$ 1,000
	Corporate taxation:		1.5% on Worldwide Income
	Double taxation treaty access:		Yes
	Share capital or equivalent
	Standard currency:		US$
	Permitted currencies:		Any except Rs
	Minimum paid up:		US$ 1 (At least 10% of authorised share capital must be issued and paid up)
	Usual authorised:		US$ 5,000
	Directors or Managers
	Minimum number:		Two
	Local required:		No (but necessary for DTA reliance cases)
	Publicly accessible records:		Yes
	Location of meetings:		Anywhere
	Members
	Minimum number:		Two
	Publicly accessible records:		No
	Location of meetings:		Anywhere
	Company Secretary
	Required:		Yes
	Local or qualified:		Local
	Accounts
	Requirement to prepare:		Yes
	Audit requirements:		Yes
	Requirement to file accounts:		Yes
	Publicly accessible accounts:		No
	Other
	Requirement to file annual return:		Yes, but not public
	Change in domicile permitted:		Permissible

Type of Company for International Trade and Investment
Companies Special Licences

Procedure to Incorporate
Submission of the following to FSA:

1. A certificate signed by a legal practitioner in Seychelles to the effect that the memorandum and articles of the company with the Companies Act 1972 read with the Companies (special Licences) Act 2003.
   
   
2. Names and addresses of shareholders and where any such shareholder is a nominee, the name and address of the person on whose behalf the shares are held by the nominee.
   
   
3. The memorandum and articles of association duly signed and dated.
   
   
4. A written declaration containing:
   
   
   • The names and addresses of the directors
   • The name and address of the secretary
   • The address of the registered office of the company
     
     
5. A description of each business the company proposes to engage in.
   
   
6. The name reservation certificate, if any has been issued.
   
   
7. If the Authority approves 3, 4 and 5 are forwarded to the registrar of domestic companies who will register the memorandum and articles of and issue Certificate of Incorporation under the Companies Act, 1972.
   
   
8. FSA then issues a Special Licence to the company to carry on its business.

Restrictions on Trading
Allowed and expected activities are:

• Investment banking and advice
  
• Offshore banking
  
• Offshore insurance
  
• Reinsurance
  

Business of:

• An Investment company
  
• A holding company
  
• A marketing company
  
• Company holding intellectual property
  
• A headquarters company
  
• A human resources company
  
• A franchise company
  
• Business under and ITZ licence
  
• Any other business approved by the Authority
  

Powers of Company
A Seychelles incorporated Company has the same powers as a natural person.

Language of Legislation and Corporate Documents
English or French. If any other language is used it must be accompanied by a translation in either English or French.

Registered Office Required
Yes.

Time to Incorporate
At least 1 month.

Name Restrictions
Anything identical or similar to a company already incorporated. Anything that implies patronage of the Seychelles, or any other government, royal, imperial or any other name that may imply that a company intends to undertake an undesirable activity.

Language of Name
The name can be in any language, but must be accompanied by a translation in English or French. The documentation will normally be in English.

Suffixes to Denote Limited Liability
Normally denoted by Limited in the case of a public company or Proprietary Limited in the case of a private company.

Disclosure of Beneficial Ownership to Authorities
Information regarding beneficial ownership is disclosed only to FSA.

Authorised and Issued Share Capital
Normally Seychelles Rupees 25,000 (approx. US$ 5,000).

Classes of Shares Permitted
Registered shares, shares of no par value, preference shares, redeemable shares and shares with or without voting rights.

Bearer Shares Permitted
No.

Taxation
CSL is taxed at a rate of 1.5% on its worldwide income.

Fees
Application Fee for incorporation (One-off) US$ 200

Annual licence fee
US$ 1,000

Annual Return filing fees
US$ 200

Financial Statement Requirements
Company needs to submit only to FSA annual returns and documents related to the accounts not more than 90 days after the end of each financial year of the company.

	PDF
Seychelles CSL Fact Sheet	71KB
Enquiry Form	34KB

Disclaimer

Whilst every effort has been made to ensure that the details contained herein are correct and up-to-date, it does not constitute legal or other professional advice. OCRA Worldwide does not accept any responsibility, legal or otherwise, for any errors or omission.