Seychelles IBC
A Seychelles IBC is an International Business Company incorporated under the International Business Companies Act 2016. It suits a non-resident founder holding assets or trading outside Seychelles. The Financial Services Authority charges one incorporation fee and one annual fee, both fixed by the Act’s Second Schedule, and neither varies with your share capital. The figures and the full first-year cost are on the Seychelles company registration page.
What a Seychelles IBC is
Under section 5(1) of the Act, a Seychelles IBC is a company incorporated, continued or converted under that Act. That is the whole statutory definition. It is not a special category of company you apply for, and it is not a licence.
The register it sits on belongs to the Registrar of International Business Companies, who under section 2 is the Chief Executive of the Financial Services Authority. So an IBC is on the FSA’s register, not on the domestic business register that most name searches reach first. The Seychelles company registration page explains which register to search and why the two are easy to confuse.
One point on the acronym. IBC is a generic term used by several jurisdictions, and it is also the name of unrelated employers, which is why search results for it are mixed. This page is about the Seychelles statutory form and nothing else.
A licensed registered agent is not optional. Section 9(2) says an application to incorporate may only be filed by the company’s proposed registered agent, and section 164(4) puts every later filing through the same channel. There is no route by which you file for yourself.
One thing the Act does not say is how long incorporation takes. Section 10(1) has the Registrar issue the certificate on receipt of a complying application and attaches no day count at all, which is worth knowing because at least four different Seychelles timelines circulate, two of them in Google’s own AI answers. For how long it takes in practice, see the Seychelles company registration page.
What to know before you choose a form
- A Seychelles IBC is one company form, not a family of them: sections 6(1) and 6(2) are a mandatory liability form plus an optional overlay
- A “Seychelles LLC” is the same company with a different name ending, permitted by section 25(1)(b)
- There is no minimum or maximum share capital, but section 15 requires the memorandum to state an authorised capital
- Only a licensed registered agent can file, under section 9(2). There is no do-it-yourself route at any price
- Nothing here removes your reporting obligation at home
Verified 7 August 2026.
The statutory forms a Seychelles IBC can take
Most published lists of Seychelles company types collapse two different things in the Act into one list. Section 6(1) is a mandatory choice of liability form that every IBC makes and that its memorandum must state under section 14(c). Section 6(2) adds an optional characteristic that an IBC may also have.
A protected cell company and a limited life company are not siblings of an IBC. They are an IBC with something added.
| What the Act calls it | Section | Mandatory or optional | What it changes | Who uses it |
|---|---|---|---|---|
| Company limited by shares | s.6(1)(a) | Mandatory: one of three | Members' liability is limited to amounts unpaid on their shares | The default for holding and trading companies |
| Company limited by guarantee | s.6(1)(b) | Mandatory: one of three | Members guarantee a contribution instead of subscribing shares | Membership and non-profit style structures |
| Company limited by shares and by guarantee | s.6(1)(c) | Mandatory: one of three | Both classes of member in one company | Mixed-participation vehicles |
| Protected cell company | s.6(2)(a), s.7 | Optional overlay, by consent | Assets and liabilities are segregated between cells | Fund-style and multi-portfolio structures |
| Limited life company | s.6(2)(b), s.8 | Optional overlay, no consent | The company has a defined end, by date or by event | Fixed-term projects and joint ventures |
The practical difference between the two overlays is the permission each needs, and it is not symmetrical. A protected cell company requires the Authority’s prior written consent under section 221, and that consent must be filed with the incorporation application under section 9(1)(c). A limited life company requires no consent from anyone: section 8 asks only for a provision in the memorandum. One is an application, the other is drafting.
A private trust company is a further variant, permitted its own name ending under section 25(2A). The corroborating text for all of these is the Act as originally enacted, which reads the same on sections 6 to 8.
Seychelles LLC and the other names that are not entity types
A Seychelles LLC is not a different company from a Seychelles IBC. It is the same company with LLC at the end of its name. Section 25(1) permits ten name endings: Limited, Corporation, Limited Liability Company, Company and Incorporated, or the abbreviations Ltd, Corp, LLC, Co and Inc.
Three of the guides ranking for this term publish that list with exactly four of them missing, and the four they drop are Limited Liability Company, LLC, Company and Co.
That omission has done real damage. The page Google’s AI Overview cites first for this query is a vendor comparison of a Seychelles IBC against a Seychelles LLC, with a six-row table asserting different tax treatment, different privacy, different reporting, different management, different cost and different setup times for what the Act treats as one company. Google now publishes two contradictory incorporation timelines across two Seychelles queries, and they match that table’s two figures. A drafting choice about a name ending has been turned into a product comparison.
| Name you will see | What it actually is | Section or source | What it signals about the source |
|---|---|---|---|
| Seychelles LLC | An IBC whose name ends in LLC | s.25(1)(b) | The source has read a name ending as a company type |
| Seychelles IBC | The statutory form itself | s.5(1) | Correct |
| Protected Cell Company, PCC | An IBC with the section 7 overlay, added by consent | s.6(2)(a), s.221 | Correct only if presented as an overlay, not as a sibling type |
| Private Trust Company, PTC | An IBC with a permitted name ending for trustee use | s.25(2A) | Correct |
| Special Licence Company, CSL | A genuinely different entity, under a different Act | Companies (Special Licences) Act | Correct, and frequently confused with an IBC |
| Seychelles Business Company | Not a statutory term in Seychelles | No statutory basis | Borrowed from another jurisdiction |
| SIBA | The regulator superseded by the Financial Services Authority in 2013 | No statutory basis | The material predates 2013 |
| IBC Act 1994 | Repealed and replaced, not amended | Act 15 of 2016 | The clearest tell of stale source material |
The last two rows are the fastest way to date a page you are reading. An IBC guide that still names SIBA as the regulator, or the 1994 Act as the governing law, was written against a regime that no longer exists.
What the Act requires of the company itself
This is the constitutional side: what the Act requires of the company as a legal person, at incorporation and while it exists. The annual calendar of filing dates, deadlines and amounts sits on the Seychelles company registration page instead.
| Requirement | What it means | Section | When it bites |
|---|---|---|---|
| State the liability form | The memorandum must say which of the three section 6(1) forms the company is | s.14(c) | At drafting, before filing |
| State an authorised capital | The memorandum must state an amount and the share classes. The Act sets no minimum and no maximum | s.15(a) and (b) | At drafting |
| Signed before a witness | Signed by or for each subscriber before at least one attesting witness. The sole subscriber may be the proposed registered agent, who does not become a member | s.13(1)(b), s.13(2) | At drafting |
| A permitted name ending | One of the ten endings the Act allows | s.25(1) | At name reservation |
| Prohibited and restricted words | Third Schedule Part I words are barred outright with no consent route. Part II words are available with the Registrar's prior written consent | s.26(c) and (d) | At name reservation |
| At least one director | The company must have one at all times. Directors and members may be individuals or bodies corporate, of any nationality, with no residence requirement | s.130(1) | From the first appointment onward |
| Registered office in Seychelles | At the same address as the registered agent's principal place of business | s.161(1) and (2) | Continuously |
| A licensed registered agent | Licensed under the International Corporate Service Providers Act, and every document filed with the Registrar goes through it | s.164(1), (2) and (4) | Continuously |
| Registered shares only | A company may not issue, convert into, or exchange for bearer shares | s.48 | Continuously |
| Directors may inspect the records | A director may require the accounting records, in original or copy, within 14 days. Refusal is an offence, with a fine set by the Act | s.176(1) to (3) | On demand |
| Financial year | The calendar year, unless the directors resolve otherwise and notify the registered agent within 14 days | s.175(1C) | On any change |
| Continuation in and out | A foreign company may continue into Seychelles, and an IBC may continue out | s.212, s.214, s.215, s.217 | On redomiciliation |
The authorised capital, and why round numbers circulate
Section 15 requires your memorandum to state an authorised capital, while the Act sets neither a minimum nor a maximum anywhere. That combination is why round numbers circulate as though they were legal requirements: agents fill a real statutory blank with a default. Google’s own AI Overviews currently give two different standard figures for Seychelles share capital on two different queries, and neither figure appears in the Act.
The accounting position, including the carve-out nobody publishes
Nothing routine goes to the Registrar: the annual return provision at section 171 now reads Repealed., filing financial statements under section 350 is optional, and there is no audit requirement. That is where most summaries stop, and stopping there is misleading. Section 174 requires reliable accounting records sufficient to show and explain the company’s transactions, and records that do not give a true and fair view are deemed not to have been kept. Section 175 then adds an annual financial summary, kept in Seychelles.
The part almost nobody states correctly: section 175(1A) carves out a company that is both a holding company and not a large company, and such a company owes only the bi-annual lodging duty, not the annual financial summary. Holding company is defined narrowly at section 175(1)(b) as a company with no trade or business operations of its own that holds interests in other companies or assets, so a small trading company is not carved out. Large company is defined by reference to the turnover threshold for a large business under the Revenue Administration Act, and the IBC Act names no figure. One of the better competitor guides states the summary duty as applying only above a turnover threshold, which reads the carve-out backwards.
Contravening the accounting requirements exposes the company to a penalty, and a director who knowingly permits it to a penalty of the same order. The amounts, the deadlines and the filing calendar are on the Seychelles company registration page.
What a Seychelles IBC is used for
Sources in this niche describe the IBC with adjectives: flexible, versatile, efficient. More useful is which feature of the Act makes each use work, and what to watch in each case.
| Use case | Why the Act supports it | Section | What to watch |
|---|---|---|---|
| Holding shares in operating subsidiaries | Separate legal personality with the capacity of a natural person | s.33 | Home-country reporting on the holding itself still applies |
| Trading outside Seychelles | Incorporated under the Act without a domestic trading purpose, and Seychelles taxes on a territorial basis | s.5(1) | Seychelles-source income is within the charge |
| A segregated-portfolio structure | Protected cell company, with assets and liabilities separated by cell | s.7, s.221 | Needs the Authority's written consent before incorporation |
| A private trust company acting as trustee | A permitted form and name ending for trustee use | s.25(2A) | Trustee services offered to the public need a licence |
| A fixed-term or event-terminated vehicle | Limited life company, ending by date or by event | s.8 | The end must be in the memorandum from the start |
| Redomiciling an existing foreign company | Continuation into Seychelles is expressly provided for | s.212 | The outbound jurisdiction must permit it too |
What a Seychelles IBC may not do
Section 5(2) bars seven classes of activity, each with its own licensing carve-out. Google’s AI Overview for this query lists four of the seven and omits the virtual-asset set entirely.
- Banking
- Insurance
- International corporate services, and trustee or foundation services
- Securities business
- Mutual funds
- Gambling
- Virtual-asset activities
The virtual-asset limb is the newest and the most often missed. Section 5(2)(g) covers mining and operating a mixer or tumbler service, carrying on virtual-asset services in or from Seychelles without a licence under the virtual-asset legislation, and issuing or promoting an initial coin offering or an NFT from Seychelles without the Authority’s authorisation. One guide currently ranking third for this term stops its restriction list at gambling, which is consistent with the version of the Act it cites: a 2021 point-in-time text, linked through a URL that now returns a 404.
Note the shape of section 5(2) carefully. It restricts named activity classes and provides carve-outs where the company holds the right licence. It is not a blanket ban on doing anything inside Seychelles, which is how it is often paraphrased.
Seychelles real estate: the sources disagree
On Seychelles real estate, sources disagree and we are not going to resolve it here. Google’s AI Overview says an IBC may not own real estate in Seychelles, citing one vendor. A second vendor cited in the same AI Overview lists property ownership as an IBC use. The Act extract does not settle the question, so we assert neither position. If your structure depends on it, ask us and expect the answer to come from a Seychelles lawyer rather than from us.
What you get, and who this does not suit
What exists after incorporation is a constitutional record, not a welcome pack.
- The certificate of incorporation. Issued under s.10(1)(c). Under s.11 it is conclusive evidence that the company is incorporated
- The memorandum and articles. As filed
- The register of members. Kept at the registered office under s.104, and recording nominee status since 11 July 2025
- The register of directors. Filed with the Registrar under s.152, and not public
- The register of beneficial owners. Kept under the beneficial-ownership legislation
- Share certificates. For the shares issued
What you send in order to get there is on the Seychelles company registration page, which owns the document list.
A Seychelles IBC is the wrong answer if
- You want to trade inside Seychelles, rather than outside it
- You need one of the section 5(2) licensed activities and do not hold the licence
- You want a bank account guaranteed as part of the formation package, which no honest provider can promise
- You are looking for a structure that removes a filing obligation at home, because it does not
- You want to hold Seychelles real estate, where the position is disputed between sources
If one of those describes you, say so on the call. It is a faster conversation than a refund.
Compliance and reporting reality
Two answers sitting in Google’s results for this topic as at 7 August 2026 are wrong. One says there is no tax on an IBC in Seychelles. Another says the corporate rate is a flat 25%. Neither describes the regime.
Seychelles taxes business income on a territorial basis: income sourced in Seychelles is within the charge, and foreign-source income is outside it. Since 16 September 2021 an economic-substance test applies to passive income received from a non-resident, per the Revenue Commission’s international tax page. Where business tax is charged, the rate is 15% on the first band of taxable income and 25% above it, per the Seychelles Revenue Commission. Income outside the Seychelles charge is not income outside tax altogether: it is still taxable where you live, on the rules below.
What you still owe at home
- United States. A US person with an interest in a foreign corporation may owe Form 5471, and separately FBAR and Form 8938 for foreign accounts. The controlled-foreign-corporation and GILTI rules can bring foreign earnings into current US income.
- United Kingdom. The controlled foreign companies rules at Part 9A of TIOPA 2010 attribute a CFC’s chargeable profits to UK corporate interest holders. An individual UK shareholder is not within the CFC charge, and is instead exposed through the transfer-of-assets-abroad rules and the settlements code.
- India. A resident individual funds an overseas company through the Liberalised Remittance Scheme or the overseas-investment route, both under FEMA, and both reportable. See the Reserve Bank of India.
- United Arab Emirates. A UAE-resident owner is within the federal corporate tax regime under Federal Decree-Law 47 of 2022, where the headline rate is 9% above the small-profit threshold. Whether UAE economic-substance rules bite depends on what the UAE entity in the structure does, not on the Seychelles company.
Information exchange, and one claim worth correcting
The Seychelles Revenue Commission is the competent authority for exchange of information on request, the Common Reporting Standard, FATCA and country-by-country reporting, across an exchange network of 45 jurisdictions, per its international tax page. That is worth stating plainly because the provider ranked first for this term publishes the opposite: that Seychelles does not share or report information to any overseas organisation. It does.
List status, with the history
Seychelles is not on the FATF list of jurisdictions under increased monitoring, and not on EU Annex I. It came off the EU’s Annex II state-of-play list on 17 February 2026. It was on Annex I from 6 October 2020 to 5 October 2021, and again from 17 October 2023 to 20 February 2024, per the Council’s list. The history is what makes the current status credible, which is why it is published rather than summarised as clean.
How a Seychelles IBC compares
Cost is not in this table, deliberately: the Seychelles company registration page and the full price list own that comparison. What follows compares the entity law, which is what actually differs.
| Dimension | Seychelles IBC | BVI Business Company | RAK ICC IBC | Nevis LLC |
|---|---|---|---|---|
| Liability forms in the statute | Three, chosen in the memorandum | Five statutory types | Five registered entity types | Members' interests, not shares |
| Segregated-cell form | Yes, by consent | Yes, as a status | Yes | Not established in our sources |
| Minimum directors | One | One | One | Manager-managed or member-managed |
Seychelles and the BVI are the closest pair here. For the entity itself, see the BVI Business Company and the RAK ICC International Business Company, or the offshore jurisdictions we cover. The head-to-head belongs on a BVI compared with Seychelles page, which is not built yet.
Next step
Incorporation is filed by a licensed registered agent under section 9(2), so the next step is a conversation rather than a form.
One thing worth knowing before you choose an agent: under section 169(4A) an outgoing registered agent may decline consent to a change of agent while the company is behind on its accounting records or its registers. The real cost of falling behind is not the penalty, it is being unable to leave.
Or read the full price list across jurisdictions.
Frequently asked questions
What is an IBC in Seychelles?
- Under section 5(1) of the International Business Companies Act 2016, it is a company incorporated, continued or converted under that Act. It must take one of the three liability forms at section 6(1), and it may also be a protected cell company or a limited life company under section 6(2). Its register is held by the Registrar of International Business Companies, who under section 2 is the Chief Executive of the Financial Services Authority.
Is a Seychelles LLC different from a Seychelles IBC?
- No. Section 25(1)(b) permits LLC as one of the abbreviations a company name may end with, so a Seychelles LLC is an IBC with a different name ending. Same liability form, same registers, same accounting duties, same tax treatment. A widely cited vendor comparison asserts different setup times for the two, which appears to be the source of two contradictory timelines now published in AI answers.
Does a Seychelles IBC have a minimum share capital?
- No, and there is no maximum either. It is an absence in the Act rather than an exemption you apply for. Section 15(a) and (b) does require the memorandum to state an authorised capital, which is why round default figures circulate and get mistaken for a legal minimum. Two different such figures currently appear in Google's own AI Overviews for two Seychelles queries, and neither is in the Act.
Does a Seychelles IBC have to file accounts or an annual return?
- Nothing routine goes to the Registrar. Section 171, the annual return provision, reads Repealed., filing financial statements under section 350 is optional, and there is no audit requirement. But section 174 requires reliable accounting records, and records that do not give a true and fair view are deemed not kept. Section 175(1B)(a) requires an annual financial summary kept in Seychelles within six months of year end, and section 175(1A) carves out a company that is both a holding company and not a large company, which owes only the bi-annual lodging duty. The duty is owed through your registered agent, not to the Registrar.
Which Seychelles IBC Act is current, and was there a 2021 amendment?
- The governing law is the International Business Companies Act 2016, Act 15 of 2016, consolidated to 11 July 2025. There was a 2021 amendment, which introduced the accounting-records regime. The virtual-asset legislation of 2024 added the section 5(2)(g) restrictions, and Act 9 of 2025, gazetted 11 July 2025, added nominee declarations and the outgoing-agent consent provisions. The IBC Act 1994 was repealed and replaced rather than amended, which is how to spot stale material.
Is the owner of a Seychelles IBC on a public register?
- The register of members is kept at the registered office under section 104. The register of directors is filed with the Registrar under section 152 but is not public: section 152(5) permits disclosure only by court order, where compelled by law, to the registered agent, or to a person the agent or a director authorises. Since 11 July 2025 a nominee member must declare its nominee status and its nominator's identity, and the register of members must record that status. A nominee is a governance arrangement, not concealment.
What may a Seychelles IBC not do?
- Section 5(2) lists seven restricted classes: banking, insurance, international corporate and trustee or foundation services, securities, mutual funds, gambling, and virtual assets. The virtual-asset limb bars mining and mixer or tumbler services, virtual-asset services in or from Seychelles without a licence, and issuing or promoting an initial coin offering or an NFT from Seychelles without authorisation. Whether an IBC may own Seychelles real estate is disputed between sources, and we do not assert either position.
Before you rely on any of this
WeOpenOffshore is not a law firm, a bank, or a tax adviser. This page is general information, not legal or tax advice.
You remain responsible for reporting your interest in any foreign company, trust or account to the tax authority where you are resident. Seychelles exchanges information with other tax authorities under the Common Reporting Standard, FATCA and exchange of information on request, so a Seychelles company is not outside your home reporting.
Where we offer nominee arrangements, they are a governance and privacy arrangement, lawful where we offer them, and they do not conceal beneficial ownership from regulators, banks or tax authorities. Since 11 July 2025 Seychelles law requires a nominee to declare its nominator.
Where an AI eligibility check is offered, its output is not legal advice.
Statutory references verified 7 August 2026 against the Financial Services Authority’s consolidated International Business Companies Act 2016, the Act as originally enacted, Act 9 of 2025, the Seychelles Revenue Commission, the FATF and the EU Council. Next review 5 November 2026.