Below is a detailed summary of the bureaucratic and legal hurdles faced by entrepreneurs wishing to incorporate and register a new firm in Seychelles. It examines the procedures, time and cost involved in launching a commercial or industrial firm with between 10 and 50 employees and start-up capital of 10 times the economy's per-capita gross national income.
Company owner must visit the Companies Division of the Registrar General in order to propose and register the company name. The proposal of new company name is made in person, and is either accepted or rejected on the spot by the Companies Division representative. Once acceptable name is selected, company name is reserved for 30 days.
Seychelles law does not require companies to notarize the Memorandum or Articles of Association, but most companies choose to do so in practice, before submitting their documents to the Registrar of Companies as part of the application for incorporation. Memorandum should be signed by all shareholders of the company and the number of shares held by each shareholder must be specified. The cost for this procedure varies by notary, starting at about SR 10,000.
Companies must submit the Memorandum and Articles of Association to the Companies Registry for stamp duty assessment. The process takes between 4 and 6 days on average, as the lawyer must first deposit the documents and then, the registrar would take several days to assess the submission and issue stamp duty and registration fee decision.
According to the Seventh Schedule of the Companies Ordinance Act of 2012, the fees for company registration with nominal share capital in excess of SCR 1,000,000 is 0.5% of nominal capital plus SCR 5000.
• For registration of a company where the nominal share capital exceed SCR 250,000 but does not exceed SCR 1,000,000: SCR 3,000.
Notaries or accountants retained by the company for the registration process pay the assessed stamp duty and the company registration fee as a lump sum at the Companies Registry. The cost of this procedure is rolled into notarization fees for preparing incorporation documents.
Upon registration of the memorandum of a company, the Companies Division of Registrar General verifies the name of the company, the signature of lawyers, the date of registration and issues a certificate of incorporation as prescribed by the Companies Act. This process typically takes over 1 week.
According to the Companies Ordinance, Part V, Articles 100 and 102, the company must file the particulars of its directors, secretary and registered office within 14 days of the appointment of directors. According to the Seventh Schedule of the Companies Ordinance Act of 2012, the fee is SR 100 per documents – therefore for 5 directors, a company secretary and the registered office the total cost is SR 700.
• Certificate of occupancy from the Planning Authority, if the premise is newly constructed.
• Certificate of Incorporation and Memorandum of Association, if the applicant is a corporate body; or Certificate of Business Registration, if a business name is to be used to carry on the business.
The Licensing Authority would inspect the premises to verify the address and make sure the office space meets the necessary safety requirements for works. The Licensing Authority would also forward the application to the Fire Brigade and Planning Authority and these agencies would conduct a site inspection. The Planning Authority would assess the building standards while the Fire Brigade would assess the safety of the building. The business license fee is SCR 1,200 as of 7 May 2012. The license is renewed annually.
For certain sectors, companies must obtain approval by the investment authority. The approval is generally obtained before obtaining the license and takes about a month to obtain.
All new businesses must register with the Seychelles Revenue Commission within 14 days of commencing their business operations.
-A copy of the Certificate of Incorporation, and the full name and ID of the Public Officer must be submitted.
- Up to SCR 1,000: 10%.
- Over SCR 10,000: 40%.