Seychelles offers a unique structure for business formation through the Seychelles Limited Partnership, established under the Limited Partnership Act 2003. This model requires at least one general partner and one limited partner, but it does not confer separate legal personality, meaning it cannot independently own property. Instead, the general partner holds property on behalf of the partnership, as stipulated by the partnership agreement, and is responsible for management and operational activities.

Key Aspects of the Seychelles Limited Partnership

1. Formation and Operational Structure

• The partnership must register with the Registrar in Seychelles, providing details such as partnership name, registered office address, and business nature.
• The general partner is liable for debts exceeding the partnership’s assets, enhancing accountability.
• At least one general partner must be a Seychelles International Business Company (IBC) or a specially licensed company under Seychelles law.

2. Tax and Fiscal Incentives

• Exempt from local taxes on foreign-sourced income.
• No stamp duties on transactions related to partnership business.
• Restricted from conducting business within Seychelles but can manage international operations.

3. Confidentiality and Compliance

• Registration details and the Register of Beneficial Owners remain confidential, aligning with global privacy standards.
• Required to maintain a Register of Beneficial Owners as per the Beneficial Ownership Act 2020, detailing the ownership structure and any changes.

4. Financial and Legal Obligations

• The general partner must maintain proper accounting records to accurately reflect the partnership’s financial status.
• Annual financial summaries are required to ensure transparency.
• The partnership must remain solvent, especially before making distributions or returning capital to partners.

5. Regulatory Compliance
   
   

• Must report changes in beneficial ownership and other registrable particulars to the Seychelles Financial Intelligence Unit.
• Ensures operational transparency and compliance with international regulations.

6. Dissolution and Continuity
   
   

• A limited partnership may be dissolved if the general partner exits, unless a new general partner is appointed promptly.
• Ensures business continuity for long-term operations.

Conclusion

The Seychelles Limited Partnership offers a flexible, tax-efficient, and internationally recognized business structure. With strong confidentiality protections, fiscal incentives, and regulatory compliance, it is an ideal choice for global investors looking to establish a secure and efficient offshore business.

Contact Mielo Group today to explore how you can leverage the advantages of a Seychelles Limited Partnership for your business.