Companies with Special License (CSL)

Main features
Principal law
  • Companies (Special Licenses) Act, 2003
  • Companies Act, 1972
Type of company  Special License Company (CSL)
Legal form  Limited company
Permitted activities Business within a Special License issued under the CSL Act, 2003:
  • Investment management and advice
  • Offshore banking
  • Offshore insurance
  • Reinsurance
  • Business of
    a) an investment company
    b) a holding company
    c) a marketing company
    d) a company holding intellectual property
    e) a headquarters company
    f) a human resources company
    g) a franchise company
  • Business under an International Trade Zone license
  • Any other business approved by the Authority
Limitations A company may not carry on any business unless the company has been issued with a license and has complied with the statutory requirements governing the business.
Specifics of incorporation More complex incorporation procedure:
1) prior approval of the Authority;
2) incorporation;
3) licensing.
Company name The name of the company must contain “Limited" as the last word and the word "Proprietary" as the penultimate word of the name in the case of a proprietary company.
Registered office in Seychelles  Required
Shelf (ready-made) companies  N/A
Directors
Board of directors    At least two individuals
Directors’ residency  Any (However, for application of double tax treaties the local director is required)
Place and frequency of meetings  Any
Public access to information about directors  Yes
Company secretary  Required (Local)
Shareholders and capital
Minimum number of shareholders  Two
Place of meetings  Any
Public access to information about shareholders and beneficial owners No
Authorized capital  No requirements
Minimum issued and paid-up capital   At least 10% of authorized share capital must be issued and paid-up
Bearer shares  Prohibited
Reporting duties
Preparation and filing of financial statements Required
Filing of annual return  Required
Taxation
Corporate taxation  1.5% on company’s worldwide income
Withholding tax in respect of income paid to residents or non-residents  Nil
Double tax treaties application Yes (tax residency certificate may be obtained)
Annual license feeUS$ 1000
Annual return filing feeUS$ 200
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