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Seychelles Accounting Records: What to Keep, Where and When
Seychelles IBC accounting records: what the Act says they must show, the 7-year rule, the July and January lodging windows and who prepares a financial summary.
Licensed auditor & chartered accountant · 6 years of experience in offshore accounting
Every Seychelles IBC has to keep accounting records that explain its transactions, and since the 2021 amendments, when the originals sit outside Seychelles, a copy has to reach the registered office at least twice a year. In this post, we’ll walk you through what counts as accounting records, where they can be kept, the lodging windows, who prepares an annual financial summary and what missing records cost.
Quick Summary
Accounting records must show and explain every transaction, show the company’s financial position at any time and allow financial statements to be prepared.
The originals can be kept anywhere, but when they are outside Seychelles, a copy is lodged at the registered office at least twice a year, and an electronic copy is enough.
January to June records are lodged by the end of July, and July to December records by the end of January.
Each record is kept for at least 7 years from the completion of the transaction it relates to.
Every IBC except a holding company with turnover of SCR 50 million or less prepares an annual financial summary within 6 months of its year end and keeps it at the registered office.
A standard IBC needs no audit, and record-keeping breaches cost up to US$10,000 for the company plus US$10,000 for a director who knowingly allows them.
What Counts as Accounting Records
Section 2 of the International Business Companies Act 2016 defines accounting records as documents about the company’s assets and liabilities, its receipts and expenditure, and its sales, purchases and other transactions. Section 174 then requires the records to be reliable and to pass three tests:
they show and explain the company’s transactions
they let its financial position be worked out with reasonable accuracy at any time
they allow financial statements to be prepared
Records that do not give a true and fair view of the company’s financial position and explain its transactions are treated as not kept at all (section 174(2)).
In Circular No. 9 of 2021, the FSA lists what that covers:
bank statements
receipts and invoices
vouchers
title documents showing what the company owns
contracts and agreements
ledgers
any other document behind a transaction
A bank statement shows that money moved. The invoice, receipt or contract behind each line is what explains the transaction.
Where Seychelles Accounting Records Must Be Kept
The originals can stay wherever the business is run, because the Act does not require them at the registered office. Records kept outside Seychelles are lodged at the company’s registered office in Seychelles at least twice a year, and an electronic copy is enough (section 175). The registered office is the registered agent’s office in Seychelles, so the lodged copy sits with the licensed corporate service provider acting for the company.
The company also tells its registered agent in writing:
where the originals are kept, if only a copy sits at the registered office or the originals are elsewhere in Seychelles (section 175(2A))
the new address within 14 days, whenever the originals move (section 175(3))
An emailed scan of the signed notice is enough, according to the FSA’s IBC Guidelines (para 32.4).
How Long to Keep Accounting Records
Each record is kept for at least 7 years from the completion of the transaction or operation it relates to (section 175(4)). The clock runs record by record, not from a year end, so a three-year contract is kept for 7 years after the contract completes, not after it was signed.
The registered agent keeps any accounting records it holds for the same 7 years, including after the company is struck off or dissolved (section 169A). A company that is struck off or dissolved still lodges its outstanding records at the registered office by the end of the next January or July (Guidelines para 32.8).
Twice-Yearly Lodging Deadlines
The FSA sets the timetable for records kept outside Seychelles by calendar half-year:
Records for | Lodge at the registered office by |
|---|---|
January to June | The end of July of the same year |
July to December | The end of January of the following year |
What is lodged is the accounting records themselves, originals or copies, not a summary. They go to the company’s registered office in Seychelles, not to the FSA, and nothing is filed with the Registrar. Record-keeping does not pause between lodgings: a record not yet lodged must still be produced if an authority asks for it (para 32.11).
For a half-year with no transactions, there is nothing to lodge, and the directors sign a declaration to the registered agent instead (para 32.10).
The lodging windows are fixed calendar months, so they run separately from the annual renewal, which falls on each anniversary of incorporation. Put both months in your annual compliance calendar next to the fee date and the financial summary.
The Annual Financial Summary
Every IBC prepares an annual financial summary within 6 months of its financial year end, except a holding company that is not a large company (section 175(1A) and (1B)). A holding company has no trade or business of its own and holds interests in other companies or assets, such as shares, property, loans or works of art. A large company has annual turnover above SCR 50,000,000, the large business threshold in the Revenue Administration Act (paras 32.14 and 32.15).
Type of company | Financial summary needed? |
|---|---|
Trading company, any turnover | Yes |
Holding company, turnover of SCR 50 million or less | No |
Holding company, turnover above SCR 50 million | Yes |
Holding company that also carries on other activities | Yes |
For a holding company, turnover counts dividends, interest, royalties, rent and gains on selling assets, converted into rupees at the Central Bank of Seychelles mid-rate (para 32.15).
The FSA’s format has two parts: a summary of assets, liabilities and equity, and a statement of income and expenses running from sales to net income after tax and dividends (para 32.18 and Annexure 29). For a calendar-year company, the summary is due by the end of June. It is kept at the registered office, not filed, and full annual financial statements, audited or not, can replace it if they cover the same items (para 32.19).
Does a Seychelles IBC Need an Audit?
No. The IBC Act sets no audit requirement for a standard IBC, and filing financial statements with the Registrar is optional (section 350). The exception is an IBC with assessable income in Seychelles: within one year of its first such income, it files an Annual Return with the documents the Companies Act requires, which the FSA Guidelines describe as audited accounts (section 361; para 45.2).
A bank, investor or group can still ask for audited figures, and we prepare audited accounts from US$650 a year, on top of bookkeeping from US$350 a year. Both are yearly charges, so count them in the three-year cost of the company, not only in year one.
Penalties for Missing or Incomplete Records
A company that breaches the records rules is liable to a penalty of up to US$10,000, and a director who knowingly permits the breach faces up to US$10,000 more (sections 174 and 175). Seychelles IBC requirements allow a company to run with a single director, and that director is the one exposed to the second US$10,000. The Registrar’s published scale gives the amounts it applies (Guidelines Annexure 30):
Breach | Penalty |
|---|---|
Records not kept | US$10,000 |
Records partly kept | US$2,000 to US$10,000 |
Twice-yearly lodging missed | US$5,000 plus US$100 a day |
No financial summary | US$5,000 plus US$100 a day |
Agent not told where the originals are | US$500 plus US$50 a day |
Records not preserved for 7 years | US$2,000 to US$10,000 |
The daily amounts run from the day after the breach is identified, and the Registrar’s penalties on any one person for a breach are capped at US$10,000 (section 354).
Missing records can also end the company. Failing to keep accounting records is a ground for striking it off (section 272), and the Registrar restores a struck-off company only once it produces its accounting records for the past 7 years (para 41.6).
Our accounting and bookkeeping service books and reconciles every transaction, prepares the financial summary and lodges the records on the twice-yearly schedule, from US$350 a year, priced by transaction volume.
FAQ
Are electronic accounting records acceptable?
Yes. Records can be kept in writing or on any electronic system that can reproduce them in intelligible written form (section 364), and an electronic copy at the registered office meets the lodging duty (section 175(2)). Where a document only ever existed electronically, such as an e-signed contract or a paperless bank statement, the electronic version counts as the original (Guidelines para 32.5).
Do accounting records have to be in English?
No. The Act does not require translations, but an authority that requests a record in another language can ask for an English or French translation (section 173(2A)), and the Registrar recommends keeping one at all times (para 32.6).
Who checks that an IBC keeps its records?
The Registrar, through on-site inspections of random samples of companies and through requests for records (para 32.23; section 173(2)). The Seychelles Revenue Commission and the FSA, under the anti-money laundering law, can also demand records by a set deadline, with penalties of up to US$5,000 each for the company and a knowing director (section 173).
Can I change my company’s financial year end?
Yes. The financial year is the calendar year unless the directors change it by resolution and notify the registered agent within 14 days, and nothing is filed with the Registrar (section 175(1C)). A financial summary cannot cover more than 15 months, so a longer switch needs an interim summary within 6 months of the start of the new financial year (para 32.17). The lodging windows stay on calendar half-years whatever year end you choose.
