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Establishing a Seychelles Foundation. Service offer

Stages of registering a Seychelles Foundation. Register of Beneficial Owners. Financial summary and accounting records. Summary. Fees.

The establishment and subsequent operation of a Seychelles Foundation is governed by the Foundations Act, 2009. The main constitutive document of a Foundation is its Charter which is subject to filing. The main confidential information is written in the Foundation’s Regulations which are not public. It is the Regulations that contain the details and rights of the beneficiaries, as well as other operating rules of a Foundation.

A Seychelles Foundation can be an effective asset protection and estate planning tool since it offers the following advantages:

  • the assets of a Foundation do not belong to the founder and are therefore not part of his estate upon death;
  • beneficiaries have no title to the assets of a Foundation until distribution;
  • the transfer of property to a Foundation is not invalid due to the founder’s bankruptcy (with some exceptions);
  • the value of the initial assets of a Foundation must be at least 1 USD, and almost any assets can be included;
  • a Foundation is a legal entity;
  • flexible management mechanism, ability to appoint Protector;
  • details of beneficiaries are not publicly available.
A Foundation must maintain books of accounts and keep for 7 years the accounting records, minutes of meetings of councillors (Council members) and copies of written resolutions, register of councillors, details of registered agent, of supervisory persons and attorneys at the registered office or at another place determined by the councillors (for a failure to comply a Foundation is liable to a fine of USD 25 000). Books of accounts are NOT public.

Stages of registering a Seychelles Foundation

  1. name check (at least two names);
  2. determining the structure of a Foundation (Founder, Council, Protector, Beneficiaries);
  3. determining the duties and powers of all the persons, profit distribution terms etc.;
  4. drafting and agreeing the Charter and the Regulations of a Foundation;
  5. signing documents and filing the package of documents for registration.
The registration time is from 1 week depending on the structure and complexity of the constitutive documents.

Foundations incorporated under Seychelles Foundations Act, 2009 are not subject to tax in the Seychelles.

Register of Beneficial Owners

On 9th of April1 2020 Amendment Act to Seychelles Foundations Act, 2009 came into effect in the Seychelles, introducing among other things an obligation to maintain and keep a register of beneficial owners of a company at the company’s registered office provided by the registered agent. The register is NOT accessible to public.

Financial summary and accounting records

A Foundation shall prepare an annual financial summary* to be kept at its registered office in Seychelles within 6 months from the end of the Foundation's financial year.

Besides, a Foundation shall lodge, not less than on a 6-months basis, the accounting records (bank statements, contracts, invoices and other documentation) to the registered agent in Seychelles. If so requested, a Foundation must be able to provide these documents to the Seychelles authorities on request.

*For more information about obligation to prepare accounting documents please ask your Consultant.

Summary

CRITERIA
FOUNDATION (SEYCHELLES)

Statutory requirements

Governed by
Seychelles Foundations Act, 2009.
Registered agent in the country of registration
Yes.
Type of licence
Foundation services under the International Corporate Service Providers Act, 2003.
Possibility of transferring assets by gift or sale
Yes.
Objects. What goals achieves?
Asset protection. Estate planning.
What activity can carry out?
- Charitable;
- Commercial;
- Managing and distributing assets to beneficiaries, or achieving a prescribed goal;
- May not carry on any business in Seychelles.
Constitutive documents
Charter – mandatory, public document.
Regulations – optional, non-public document, but always used in practice to achieve confidentiality because it is not subject to filing.

Structure of a foundation

Founder: Founder

Number
At least one (can be two or more co-founders).
Residence
No requirements.
Individuals / legal entities permitted
Yes.
Nominee services permitted
Yes.
Whether can act in other capacity
Can act as protector or one of the beneficiaries (but not the sole beneficiary).
Can be a councillor, but not the ‘sole’ councillor.
Details available to third parties in the country of registration
Yes.

Executive body: Foundation council, councillor(s).

Number
At least one.
Residence
No requirements.
Individuals / legal entities permitted
Yes.
Nominee services permitted
Yes.
Whether can act in other capacity
Founder and/or protector can act as councillor provided he is not the ‘sole’ councillor.
Details available to third parties in the country of registration
No (unless specified in the Charter).

Protector

Number
One or more.
Residence
No requirements.
Individuals / legal entities permitted
Yes.
Nominee services permitted
Yes, but there is no point.
Whether can act in other capacity
Founder, beneficiary, or councillor can act as protector, but a sole councillor or a sole beneficiary cannot.
Details available to third parties in the country of registration
No.

Beneficiary

Number
At least one.
Residence
No requirements.
Individuals / legal entities permitted
Only individuals.
Nominee services permitted
No.
Whether can act in other capacity
Founder can be one of the beneficiaries, but not the sole beneficiary.
Details available to third parties in the country of registration
No.

Fees*

Services
Fees (USD)
Establishing a Seychelles Foundation, including government fee, registered agent and registered office for the first year
2 500
Drafting the Foundation’s Charter (depending on complexity)
300 / hour
(from 2 000)
Drafting the Foundation’s Regulations (depending on complexity)
300 / hour
(from 2 000)
Annual maintenance (from second year), including government fee, registered agent and registered office
1 640 / year
Councillor (executive body) annual fees, not including signing or preparation of documents additionally requested by the client
from 1 250 / year
Preparing a power of attorney signed by a councillor (without apostille)
250
Professional founder fees (if needed)
1 350 / year
Bank account opening for a Foundation
from 2 500
Compliance fee

To be paid in the following cases:
- incorporation of a Foundation,
- annual renewal of the Foundation,
- liquidation of the Foundation,
- transfer to another agent,
- issue of a power of attorney to a new person,
- change of Councillor / investor / beneficiary, except for change to a nominal Councillor,
- issue of units for a new investor,
- signing of documents.

250 (standard rate – includes checking of 1 individual)

+ 150 for each additional individual (director, shareholder, beneficiary, investor) or legal entity (director, shareholder, investor), if the legal entity is a client of GSL

+ 200 for each additional legal entity (director, shareholder, investor), if the legal entity is not a client of GSL

350 (rate for High-risk companies – includes checking of 1 individual)

100 (signing of documents by GSL Councillor / Founder)

Accounting records keeping (active company) – for 1 financial year
450
Accounting records keeping (dormant and holding company) – for 1 financial year
390

*The fees are valid as at July 2024.

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from USD 4 750
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