Real Estate Holding Company in Seychelles: Key Facts

Using a Seychelles Company to Hold Real EstateCopy link to section

A Seychelles real estate holding company can be a workable vehicle for owning property situated outside the islands, provided the property sits in a market where the structure makes sense. The standard tool is the International Business Company (IBC), formed under the International Business Companies Act 2016 and administered by the Financial Services Authority through the Registrar of Companies.

The fit is narrow rather than universal. An IBC suits a passive holding role for foreign property, particularly where Seychelles has a tax treaty with the property country and the owner values private corporate records over public ones; it suits poorly where the property sits in the USA, UK, or major European markets that have no treaty with Seychelles.

This article explains how title-holding works in practice, how rental income and disposals are taxed, the substance and reputational position, and the practical limits around financing and banking. It is most relevant to a foreign owner or adviser weighing an offshore parent for one property or a small portfolio of foreign assets. For the official position on treaties and exchange agreements, see the Seychelles Revenue Commission.

How Title-Holding Through a Seychelles Company Actually WorksCopy link to section

The IBC holds legal title to the property in its own name. Registration happens in the land registry of the country where the property is located, never in Seychelles, so the company simply appears as the registered proprietor under that country's land law.

An IBC must be incorporated as a company limited by shares, by guarantee, or by both. It needs at least one director and one shareholder, who may be the same person, with no residency or nationality conditions on either.

Certain records stay in Seychelles at the registered office. The company keeps a Register of Members showing each shareholder, the shares held, and the dates of joining or leaving, alongside a Register of Charges.

Accounting obligations have tightened. Since 6 February 2022, each IBC must send updated accounting records to its registered office at least twice a year, and larger or non-holding companies must prepare an annual financial summary within six months of year-end.

One point matters for any later restructuring. Transferring the IBC's shares shifts economic ownership of the property, but it does not by itself move land title at the property level; a title transfer still requires compliance with the local land law of the property country.

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Holding Foreign Property Versus Domestic Seychelles PropertyCopy link to section

The structure is built for foreign assets. An IBC may acquire and hold property anywhere outside the islands without Seychelles approval, taking title in its own name in the relevant land register.

Domestic property is a different matter. An IBC cannot trade locally or hold Seychelles real estate directly without triggering separate regulatory and tax obligations, which would mean converting to or co-using a domestic company under the Companies Act 1972 and registering for local business tax and VAT.

The rules for foreigners buying Seychelles property changed in early 2025. Cabinet approved lifting the moratorium on residential purchases by non-Seychellois in January 2025, with the Planning Authority publishing operational guidance in March 2025, but purchases are confined to designated areas or approved developments, carry a minimum price around SCR 10 million for high-end property, and remain subject to Planning Authority sanction. Agricultural land, environmental zones, and affordable housing stay closed to foreign buyers.

Ring-Fencing Liability: One Property Per CompanyCopy link to section

Each IBC is a separate legal person with limited liability, so the standard corporate veil isolates the risk attached to one asset from the rest of an owner's holdings. A common pattern is one company per property, keeping a problem with one building from reaching another.

The economics support that pattern. The government licence fee is flat at roughly USD 150 regardless of authorised capital, and all-in annual maintenance, covering the government fee, registered agent, and documents, typically runs USD 500 to 1,200 per entity. No minimum paid-up capital applies; authorised capital can be any figure, often set at USD 100,000 with a single share issued, and nothing needs to be deposited.

A Protected Cell Company is available under the same Act as an alternative to multiple separate entities, allowing segregated cells within one company. In practice it is used more for insurance and fund structures than for plain property holding, where separate IBCs are simpler to explain to lenders and registries.

One caveat governs all of this. Ring-fencing is only as strong as the law of the country where the property sits, and local creditors can still pursue remedies against the asset itself.

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Collecting and Repatriating Rental IncomeCopy link to section

At the Seychelles level, the income side is clean. A company that earns its money abroad is not taxed locally on that income, rent can be retained or distributed without any Seychelles withholding tax, and there are no exchange controls restricting the movement of funds.

The tax that actually bites comes from the property country. Where no treaty applies, the property jurisdiction imposes its full domestic withholding rate on rent paid to a foreign entity, and the IBC cannot claim any treaty reduction.

Then there is banking, which is the hardest part of the whole exercise. Most international banks will not open an account for a standalone Seychelles IBC without a clear operational nexus, documented business purpose, and often a personal introduction.

Local banks such as Nouvobanq, Seychelles Commercial Bank, and BMI will consider applications but run thorough due diligence, and several other institutions including Mauritius Commercial Bank Seychelles and Absa Bank Seychelles are present in the market. Fintech platforms like Wise Business or Payoneer may handle limited payments but do not replace a full banking relationship.

Tax Treatment of Property Held Through a Seychelles CompanyCopy link to section

Seychelles runs a territorial system, taxing residents on Seychelles-sourced income only and not taxing capital gains. An IBC that derives its income solely outside the islands is not liable for local tax on that foreign income, and foreign-sourced passive income, rent included, is exempt provided the company has adequate economic substance.

There is no Seychelles VAT on foreign property rental, and share transfers and asset sales of foreign property are exempt from stamp duty.

The exemption carries a condition that cannot be ignored. An IBC that is part of a multinational group and earns passive foreign income must show that strategic decisions are made and risks managed from Seychelles; a company that fails this test becomes liable to Business Tax at progressive domestic rates, charged at 0% on the first SCR 150,000, 15% up to SCR 1 million, and 33% above that for certain sectors.

The property country is where most of the real tax sits. Rental income and gains on disposal are taxed under the local rules where the building is located, and the IBC gains no automatic relief from those charges, transfer taxes, or stamp duties.

Reporting is automatic. Seychelles financial institutions report IBC account information to the Revenue Commission, which exchanges it with treaty partners under the Common Reporting Standard and FATCA, so the owner's home tax authority will learn about the company and its income.

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Why the Absence of a Treaty Network Limits This StructureCopy link to section

This is the single biggest constraint on the structure. Seychelles has concluded 28 double tax treaties and 11 information-exchange agreements, a network skewed toward Africa, the Gulf, and parts of Asia rather than the markets most foreign buyers want.

Treaty partners include the UAE, Singapore, South Africa, China, Malaysia, Mauritius, Luxembourg, and Cyprus. There is no treaty with the USA, UK, Germany, France, Spain, Italy, Portugal, Australia, Canada, or Japan.

The consequence for rental income is direct. Where no treaty applies, the property country charges its full domestic withholding rate on rent paid to the IBC, which in many EU, UK, and US jurisdictions sits in the 20% to 30% range with no possibility of reduction.

Disposals fare no better. Most non-treaty jurisdictions tax the gain at full domestic rates, and several have specific rules aimed at non-resident entities, such as FIRPTA in the United States and non-resident capital gains tax in the United Kingdom, that apply regardless of any treaty.

A different vehicle exists for those who genuinely need treaty access: the Company Special Licence, a domestic company taxed at 1.5% with access to the treaty network, but it demands real local substance and is not an IBC. For property in Western Europe, North America, or Australia, the IBC offers no withholding relief, and that is a material weakness rather than a detail.

Transferring or Inheriting Property by Moving the Company SharesCopy link to section

Succession is one of the cleaner attractions. No Seychelles court order or probate is required on the death of a foreign shareholder, unless that person also owned real estate in the islands.

Transferring ownership through the shares avoids a property-level conveyance, land registry re-registration, and the associated transfer taxes, at least in principle. Changes to directors, shareholders, or beneficial owners must be reported through the registered agent within 30 days, and IBC share transfers attract no Seychelles stamp duty.

The principle has a serious limit. Many countries tax share transfers of property-rich entities, including UK stamp duty land tax, the French 5% transfer tax on shares of a predominantly real-estate company, and Australian and Canadian equivalents, so a share deal does not automatically sidestep local transfer tax.

For deeper succession planning, the shares can sit with a Seychelles international trust or foundation as shareholder, adding a further layer. There is no Seychelles inheritance tax, and member details are not publicly accessible, though the beneficial ownership register is held at the registered office and available to the FSA and Financial Intelligence Unit.

Financing the Acquisition: Mortgages, Lender Attitudes, and Charges Over SharesCopy link to section

Financing is where the structure is weakest. Most institutional mortgage lenders in the UK, EU, USA, and Australia will not lend to an offshore IBC, or will do so only on unfavourable terms with enhanced due diligence, higher rates, and larger deposits.

Banks tend to read a standalone IBC as a high-risk shell. The usual response is to layer the Seychelles company beneath an operating entity in a banking-friendly jurisdiction such as Singapore, the UK, the UAE, or Hong Kong, with the IBC holding the asset and the operating entity handling banking and trading.

Two security techniques are available to a willing lender:

• A share pledge over the IBC, documented under contract and recorded in the company's Register of Charges, with optional registration with the Registrar; enforceability still turns on the property country's law.
• A charge over the underlying property, registered in the property-country land registry against the IBC as mortgagor, which is permissible in most jurisdictions only if the lender accepts an offshore company in that role.

Private lenders, family offices, and specialist offshore-property financiers are more likely to engage than retail banks. There is no reliable public data on named lenders that routinely accept Seychelles IBCs as mortgagors, so acceptance should be treated as deal-specific.

Economic Substance, Reputation, and Lender or Registry AcceptanceCopy link to section

The substance burden for a holding role is light, which works in the structure's favour. A real estate holding company, defined as one whose primary function is acquiring and holding interests in immovable property, is expected only to meet its statutory filings and maintain a Seychelles registered agent and office, without the expenditure condition that applies to active businesses.

The rules sit in the Business Tax Act as amended, with the substance regime taking effect on 15 September 2021. An annual economic substance declaration must be filed with the Seychelles Revenue Commission by 30 June each year.

Scope matters before any of this applies. The substance test reaches an IBC only where it is a member of a multinational group and derives passive foreign-sourced income, so a single-owner IBC outside any multi-enterprise group may fall outside scope, a point that should be confirmed with qualified Seychelles tax counsel.

The reputational picture has improved. On 13 February 2026 the FATF confirmed that Seychelles would stay off the AML/CFT grey list, and on 17 February 2026 the Council of the European Union removed it from Annex II entirely, citing a "Largely Compliant" rating on the international exchange standard. The current FATF position can be checked on the FATF list.

Being off both EU lists and the FATF grey list at the same time should help how banks and counterparties view these companies. That said, history lingers: compliance teams may still apply enhanced due diligence based on legacy risk classifications or internal policies that trail the official updates.

For the operational banking layer, Singapore commercial banks, Hong Kong digital banks, and Mauritius banks have established onboarding procedures for Seychelles IBCs, which makes them the more realistic places to bank the structure.

When a Seychelles Holding Company Fits and When to Look ElsewhereCopy link to section

The structure works best in defined situations:

• Foreign property in a treaty market such as the UAE, Singapore, South Africa, Malaysia, China, Luxembourg, Cyprus, or Mauritius, where treaty access reduces withholding leakage at source.
• A privacy-conscious owner with a single property or small portfolio who accepts CRS disclosure but values non-public company records.
• Owners already running a Mauritius, Singapore, or UAE operating entity that can serve as the banking layer, with the IBC sitting above as a lightweight parent.
• Cost-sensitive structures, where USD 500 to 1,200 per entity compares well against BVI, where the government fee alone starts above USD 550.
• Succession planning, where no Seychelles probate is needed on a foreign shareholder's death.

The structure is a poor choice in others:

• Property in the USA, UK, Germany, France, Spain, Italy, Australia, or Canada, where there is no treaty, full withholding applies, gains are taxed at domestic rates, and mortgage lenders routinely refuse offshore companies.
• Any deal where the lender requires a bankable, regulated mortgagor.
• Owners whose home jurisdiction applies controlled foreign corporation rules that attribute the company's income directly to them; the IBC does not fix that.
• Any case where a multinational-group IBC cannot genuinely demonstrate substance, since failure triggers domestic Business Tax and erases the benefit.

Where the fit is weak, jurisdictions worth comparing include the BVI for broader lender familiarity, Cayman for fund-grade credibility, Malta or Cyprus for EU membership and treaty access, and the UAE for territorial tax with a wider treaty network.

ConclusionCopy link to section

The honest bottom line is that a Seychelles IBC is a competent, low-cost holding parent for foreign property in a treaty market, and a frustrating one almost everywhere else. The treaty gap with North America, the UK, and Western Europe, combined with hostile mortgage underwriting, removes most of the advantage for exactly the markets where many buyers want to invest.

Before committing, weigh one thing above the rest: where the property sits and whether Seychelles has a treaty with that country. That single fact determines whether withholding tax on rent and gains will quietly consume the structure's value or leave it intact.

How Expanship Can Help Your Business in SeychellesCopy link to section

Expanship sets up and maintains Seychelles IBCs used to hold foreign real estate, from choosing between a single company and a one-property-per-entity approach to keeping the registered records and filings in order, and supports the wider needs of a foreign-owned entity in the jurisdiction.

• Company incorporation and structuring of the IBC for your property holding
• Registered agent and registered office services as required by law
• Economic substance review and tax registration support with the Revenue Commission
• Ongoing compliance management, including the 30-day change reporting and annual filings
• Accounting and bookkeeping, including the twice-yearly records and financial summary
• Banking introductions to local and operational-layer banks that onboard Seychelles companies

To discuss whether this structure suits your property and profile, contact Expanship Seychelles.

Frequently Asked QuestionsCopy link to section