Seychelles

Company Formation in Seychelles

A Seychelles International Business Company (IBC) is the standard vehicle for founders and Web3 teams. It is fast to register, has no minimum capital and can have one director and one shareholder. Ownership is private because shareholder registers are not public. The IBC can hold equity, tokens, wallets, IP and operating assets.

If the business provides regulated crypto services, the IBC must apply for a VASP licence. If the business only holds its own assets or provides non regulated services, no licence is required.

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Overview of Seychelles IBCs

VASP Licensing Requirements

If the business provides regulated crypto services, the IBC must apply for a VASP licence. If the business only holds its own assets or provides non regulated services, no licence is required.

Foundations and Ownership Structures

Foundations exist in Seychelles but are used for asset holding, not for circular ownership structures. Seychelles does not use Panama style “loops” (see our Panama page for more detail). An IBC can be owned by an individual, a trust or a foundation, but the purpose is straightforward asset separation, not circular ownership.

Seychelles VASP Licence

The Virtual Asset Service Providers Act 2024 requires any Seychelles based crypto business to obtain a VASP licence from the Financial Services Authority (FSA), thus making Seychelles a fully regulatory jurisdiction aligned with FATF standards.

Table of contents

A Seychelles VASP licence covers:
Key prohibitions include:
Licensing requires:

A Seychelles VASP licence covers:

– operating a crypto exchange;
– brokerage services;
– custodial wallet services;
– investment and portfolio management of virtual assets;
– advisory services;
– issuing tokens and registering ICOs;
– NFT related services.

Key prohibitions include:

– mining facilities;
– mixers and tumblers;
– using words such as “exchange”, “wallet”, “Web3”, “cryptocurrency” or “ICO” in the company name unless licensed.

Licensing requires:

– a Seychelles company;
– a physical office in Seychelles;
– a resident director;
– fit and proper checks for all owners and managers;
– AML and KYC policies;
– solvency and adequate capital;
– an auditor;
– regular reporting to the FSA;
– board and management meetings held physically in Seychelles.

Importantly, a licensed VASP pays:

1.5% tax on assessable Seychelles source income;
no tax on foreign source virtual asset income if the structure is correct;
no capital gains tax;
no VAT on crypto profits;
no withholding tax on dividends to non residents.

An IBC that does not operate in Seychelles pays only a government renewal fee.

All Seychelles entities must comply with:

– AML and CFT rules;
– private beneficial ownership register held by the registered agent;
– accounting record keeping;
– annual company renewal;
– VASP reporting if licensed.

VASPs are reporting entities and must file suspicious activity reports, annual compliance reports, audited financials and maintain a compliance officer.

IBCs that only hold their own assets are not VASPs and have simple compliance limited to record keeping and updates to the agent.

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FAQ

Yes. Seychelles adopted the Virtual Asset Service Providers Act in 2024, creating a clear licensing regime for all regulated virtual asset activities and aligning the framework with FATF standards.

The standard vehicle is a Seychelles International Business Company (IBC). An IBC is fast to register, has no minimum capital and can hold equity, tokens, wallets, intellectual property and operating assets.

A VASP licence is required if the business provides regulated crypto services such as exchange operations, brokerage, custody, portfolio management, advisory services, token issuance or NFT-related services. Pure holding of own assets does not require a licence.

The licence covers crypto exchanges, brokerage, custodial wallets, investment and portfolio management, advisory services, token issuance, ICO registration and NFT-related services.

Yes. Mining facilities, mixers and tumblers are prohibited. Companies may not use terms such as “exchange”, “wallet”, “Web3”, “cryptocurrency” or “ICO” in their name unless they are licensed.

Licensing requires a Seychelles company, a physical office, a resident director, fit and proper checks, AML and KYC policies, adequate capital, an auditor, regular reporting and board and management meetings held physically in Seychelles.

Yes. An IBC that only holds its own assets or conducts non-regulated activities does not require a VASP licence and has simplified compliance obligations.

Foundations exist but are mainly used for asset holding. Seychelles does not use Panama-style circular ownership structures, and foundations are not designed for loop structures.

Seychelles applies a source-based tax system. Foreign-source income, foreign capital gains and offshore crypto trading are not taxed in Seychelles when structured correctly.

A licensed VASP pays 1.5% tax on Seychelles-source income. There is no tax on foreign-source virtual asset income, no capital gains tax, no VAT on crypto profits and no withholding tax on dividends to non-residents.

All entities must comply with AML and CFT rules, maintain accounting records, keep a private beneficial ownership register with the registered agent and complete annual renewals.

VASPs are reporting entities and must file suspicious activity reports, annual compliance reports, audited financial statements and appoint a compliance officer.

Yes. Shareholder registers are not public. Beneficial ownership information is held privately by the registered agent and disclosed only to authorities when required.

Company Formation in Seychelles