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Obtaining a financial license in the Seychelles

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Procedure for obtaining a banking license in Seychelles

Procedure for Obtaining a Banking License (Seychelles)

According to the Financial Institution Act 2004, offshore banking is banking activity that is carried out exclusively with non-resident currency, not in Seychelles rupees.

The license is issued indefinitely and is not transferable. The license must set out the activities permitted by the Central Bank of Seychelles and the conditions under which they are to be conducted.

The license can only be issued to a local company registered under the Companies Act 1972 or to a foreign company (any foreign company to be registered as a tax resident of Seychelles) registered under section 310 of the Companies Act 1972.

Under the Financial Institutions Act

Banks may engage in the following activities:

  • Acceptance of monetary deposits (in the form of demand deposits, term deposits, and others) or other financial funds payable upon request;
  • Granting of loans, including but not limited to consumer loans, secured loans, factoring with or without recourse, forfaiting, financing of commercial transactions, and issuance of credit cards;
  • Financial leasing;
  • Purchase of financial instruments for the institution's own needs and on behalf of clients (including, among others, checks, bills of exchange, certificates of deposit), futures and options related to debt securities or interest rates; currency and interest rate swap instruments; provision of money transfer services; purchase and sale of foreign currency, including futures contracts;
  • Issuance and management of payment instruments, including payment cards, checks, and drafts;
  • Brokerage services;
  • Custody and management of assets, including securities;
  • Provision of portfolio management services;
  • Creditworthiness assessment and reporting services;
  • Other activities related to the performance of the aforementioned functions.

Submission of an application for a license

The application must contain:

  •  
    1. Certified corporate documents of the company;
    2. Confirmation of the authorized and issued share capital of the company, including paid-up or assigned capital, if it is a branch of a foreign financial institution;
    3. Details of each director, including name, nationality, residency, business, or profession. A detailed description of the director’s qualifications and professional experience must be provided, along with a minimum of three reference letters. Due Diligence documentation must be submitted in accordance with international standards (Footnote 1);
    4. Details of each individual holding a significant interest in the company’s share capital, including name, nationality, residency, business, or profession. At least two references confirming the individual’s financial standing must be provided, along with Due Diligence documentation in accordance with international standards (Footnote 1). If the shareholder is a legal entity, audited financial statements for the last three years and a profit and loss statement must be submitted where applicable;
    5. A list of all shareholders and beneficial owners, specifying their names, addresses, shareholding percentages, and Due Diligence documentation in accordance with international standards (Footnote 1);
    6. A notarized affidavit for directors and shareholders, stating that the individual has no criminal record and is not bankrupt. In the case of a legal entity, the affidavit must confirm that the company is not bankrupt and is not subject to legal proceedings related to insolvency;
    7. A three-year financial projection, if the company is newly established;
    8. A comprehensive business plan;
    9. A contract with auditors, confirming their readiness to provide services to the bank;
    10. A list of companies (if any) in which the applicant is a shareholder, specifying shareholding percentages in those companies;
    11. The location of the principal and other offices, both in Seychelles and abroad, where business activities will be conducted. The location of any mobile offices must also be specified if applicable.
    12. In case the applicant is a foreign financial institution it is required to submit:
      1. Certificate of Appointment indicating the name, nationality, residency, business or profession of the managing agent who may be appointed as a director, manager or whoever to carry on business in Seychelles.
      2. A statement from the Foreign Regulatory Authority which regulates the Applicant in the country of incorporation that it is notified that the Applicant is establishing a branch office in Seychelles and confirm that appropriate controls have been exercised in this regard.
    13. If the applicant is a foreign bank establishing a branch in Seychelles, an additional written commitment must be provided, accompanied by written guarantees and a resolution from the board of directors, confirming that the bank is prepared, upon request from the Central Bank of Seychelles, to provide funds in the currency specified in the request to cover any obligations that may arise in the course of the bank’s operations.
    14. Proof of payment of the government fee for application processing.
    15. Any other information as requested by the Central Bank of Seychelles.

Due Diligence – submission of certified documents: a valid form of identification (passport, driver’s license, or another photo ID), proof of address, and a bank reference from a reputable bank. These documents must be certified by a notary, a bank, or another government authority. NB: All documents must be signed by the director or another authorized person. Documents must be in English or accompanied by a certified translation if issued in another language. 

The Central Bank of Seychelles is guided by the following criteria when considering an application:

Legal validity and legality of documentation. It is preferable that assurances and references are not older than 3 months according to international standards. 

Timeframes

Timeframes

The application and supporting documents are submitted to the Central Bank. By law, the bank must review the application within 30 days. At the end of this period, the bank must notify the applicant whether the application has been accepted for processing or not.

If the application is accepted but additional requirements arise, the bank may request further documentation. In practice, this process can take up to 2–3 months.

Within 90 days of submitting a complete application, the bank will:

  1. Issue a license upon payment of the annual fee in advance;
  2. Notify the applicant that the application has been rejected. The bank has the right not to disclose the reason for refusal if permitted by law or if the decision is based on confidential third-party information.
  3. If the license is granted, the Central Bank publishes an announcement in the Gazette.

Opening of Branches and Representative Offices Abroad

A bank incorporated in Seychelles may establish branches and representative offices outside Seychelles, provided that prior written approval from the Central Bank has been obtained.

Payment of authorised capital and other requirements

The company’s paid-up share capital must be at least USD 2 million. The bank is required to fully pay the share capital at the time of license approval. The payment can be made through any financial institution at the applicant's discretion, provided that the Central Bank receives proof of funds and capital payment. Afterward, the capital may be used by the applicant for further investment at their discretion. The bank is not allowed to alter its share capital without prior written approval from the Central Bank.

Every bank must at all times maintain capital in Seychelles of at least 12% (or a higher percentage as may be determined by the Central Bank) of its total risk-weighted assets. At least half of this capital must constitute core capital.

Additionally, each financial institution is required to maintain a reserve fund, which is formed from net profits annually, before dividend distribution. Annual transfers to the reserve fund must be at least 20% of net profit.

The reserve fund must continue to accumulate until it equals the amount of the paid-up share capital. The Central Bank may periodically adjust the calculation criteria for the reserve fund. The reserve fund cannot be reduced or utilized without explicit approval from the Central Bank.

The bank must maintain liquid assets with a total value of at least a percentage of its total liabilities (in this case, the paid-up share capital), as determined by the Central Bank.

Additionally, the bank is required to hold local assets, denominated in Seychellois rupees and located within Seychelles, at minimum proportions relative to deposits and other similar liabilities arising in Seychelles, as may be established by the Central Bank.

Cost of the state fee

Application Processing Fee: USD 2000

Annual Renewal Fee Based on Total Asset Value:

  • Less than SCR 300,000,000 – SCR 250,000
  • SCR 300,000,000 or more, but less than SCR 1,000,000,000 – SCR 500,000
  • SCR 1,000,000,000 or more, but less than SCR 5,000,000,000 – SCR 750,000
  • SCR 5,000,000,000 or more – SCR 1,000,000

Professional Service Fees:
The cost of company registration and license acquisition services depends on the complexity of the project and the number of hours required for its implementation.
Determined on a case-by-case basis.

Obtaining a banking license in Seychelles is a complex process that requires experience and expertise. With our assistance, this process will require minimal time and financial costs.

Obtaining financial licenses worldwide is one of our core areas of expertise.

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