Seychelles Limited Partnership, LP

Republic of Seychelles
Limited Partnership (LP)

Privacy Rights
Common Law

Worldwide Tax
0%

Government Fees
$200 (USD)

Registration Time
1 Business Day

A Seychelles Limited Partnership (LP) is used in large part for international joint ventures and fund management. Since a Limited Partnership is a flow-throw tax entity, a Seychelles LP may receive income from sources outside Seychelles and be distributed to the various international partners without incurring a Seychelles tax liability. This strategy allows for each partner to be responsible for their respective tax liabilities in their resident country without sustaining any additional tax consequences for their joint venture operation or investment funds in Seychelles. A Seychelles LP is prohibited from conducting any business activities within the Republic of Seychelles, yet the Limited Partnership is still required to have a Seychelles resident agent and registered office for the service of process and delivery of legal notice.

All

Enter the category for this item: Capital and Confidentiality

Enter the name for this tabbed section: Paid Up Capital

The minimum Paid Up Capital for a Seychelles Limited Partnership is $2.

Enter the name for this tabbed section: Confidentiality and Privacy

At least one of the general partners in a Seychelles Limited Partnership must a Seychelles entity, such as a Seychelles International Business Company (IBC). A Statement of Particulars is required to be filled with the Registry disclosing the names and addresses of the general partner(s). However this registration process does not disclose any information on the limited partners, nor is the partnership agreement filed at the Registry.

The Republic of Seychelles is an independent nation and has avoided entering any information sharing agreements with other countries in exchange for foreign aid. Seychelles is also not subject to the EU Savings Tax Directive as are some United Kingdom overseas territories. Unless a person is wanted for serious international crimes and is being investigated by the Financial Intelligence Unit for something like money laundering or INTERPOL suspects them for human trafficking, the Republic of Seychelles does not share or report any information to overseas "principles" or organizations. Seychelles laws regarding secrecy impose a duty on professionals to keep the affairs of their clients strictly confidential.

Enter the category for this item: Corpus

Enter the name for this tabbed section: General Partner

The General Partner acts in many regards like the general in an army and is responsible for the administration and management of the LP by signing letters, contracts, deeds and documents and making official decisions on behalf of the Limited Partnership. The General Partner has 100% unlimited liability for any debts and obligations that exceed the assets of the Limited Partnership. A General Partner may also be a Limited Partner.

Limited Partnerships Act, 2003
Part II - General
Section 4(2) - Constitution

(4)(2) A limited partnership shall consist of one or more persons called general partners who shall, in the event that the assets of the limited partnership are inadequate, be liable for all the debts and obligations of the limited partnership and one or more persons called limited partners who shall not be liable for the debts or obligations of the limited partnership . . .

Enter the name for this tabbed section: Limited Partner

Limited Partners are just that; they are limited. A Limited Partner may investment financial resources into the LP, but is not authorized to participate in the administration and management aspects the Limited Partnership. Due to their passive role, Limited Partners are protected from any debts and obligations of the LP provided they do not conduct themselves in a manner befitting a General Partner. Otherwise, a Limited Partner is liable for claims against the partnership only up to the amount of their contribution to the Limited Partnership.

Enter the category for this item: Features of Partnership

Enter the name for this tabbed section: Seychelles - Limited Partnership

Republic of Seychelles

Partnership Laws

Official Document Language

Conduct Business Internationally

Conduct Business in Seychelles

Resident Agent Required

Registered Office Required

Resident Secretary Required

Company Taxation

Double Taxation Avoidance Agreements

Company Tax Resident Qualification

Income Tax and Business Tax

Detailed Client Application Required

Minimum Partners

Minimum General Partners

Minimum Limited Partners

Corporate Partners Allowed

Residency of Partners Allowed

Register of Partners

Register of Partners Public Record

Disclosure of Beneficial Owners to Registered Agent

Disclosure of Beneficial Owners with Registrar

Annual General Meeting Required

Partners Meeting Required

Partnership Minutes and Resolutions

Partnership Seal Required

Minimum Paid Up Capital Required

Maximum Authorized Capital Investment

Capital Considerations

Subject to Currency Controls and Restrictions

Application Fees

Annual Government Fees

Keeping of Accounts Required

Filing of Accounts and Returns Required

Annual Government Return Filing Fees

Auditing of Accounts Required

Re-Domicile from a Foreign Country

Re-Domicile to a Foreign Country

Shelf Partnerships Available

Incorporation Time

Limited Partnership (LP)

Limited Partnerships Act, 2003

English

Yes

No

No

No

No

Fiscally Transparent (Taxes Flow-Through to Partners)

No

Yes

Yes

No

2

1 (Must be a Seychelles Resident or Entity)

1

Yes

Any Nationality

Yes

Yes (Only General Partners are on Public Record)

Yes (Due Diligence Requirements)

No (Not if Partners are Offshore Entities)

No

Yes (Anywhere in the World or by Proxy)

Yes

No

$2

(Not Applicable)

Any Currency or in Kind

No

No

$200

Yes

Yes

Yes

Yes

Yes

Yes

No

1 Business Day

Enter the name for this tabbed section: Due Diligence Information

The Seychelles Anti-Money Laundering Act of 2008

imposes due diligence obligations upon all financial intermediaries requiring evidence of identity, residence and source of funds prior to entering into a business relationship. All international orders are required by law to provide Due Diligence Information.

Enter the category for this item: Financial

Enter the name for this tabbed section: Financial Reporting

A Seychelles Limited Partnership is required to prepare and file annual financial accounts and may be subject to audits. The partnership is free to arrange its business accounts in any manner fitting to establish and maintain reasonable accuracy of the partnership's financial position.

Enter the name for this tabbed section: Government Licensing Fees

The annual licensing fees for a Seychelles Limited Partnership is $200.

Enter the category for this item: Names and Rules

Enter the name for this tabbed section: Name Endings

LP	Limited Partnership

Enter the name for this tabbed section: Rules of Operation

Limited Partnerships Act, 2003
Part II - General
Section 4(1) - Constitution

(4)(1) A limited partnership may be formed under this Act for any lawful purpose:

Provided that a limited partnership shall not carry on business in Seychelles except so far as may be necessary for the carrying on of the business of that limited partnership outside Seychelles.

Enter the category for this item: Shares and Structuring

Enter the name for this tabbed section: Shares (Partnership Interests)

Partnership interests are equal, unless otherwise prescribed in writing by agreement between the partners.

Enter the name for this tabbed section: Structuring

A Seychelles Limited Partnership is not an independent legal personality nor possesses the same powers as a natural person. The title to any assets within the Limited Partnership are held by the General Partner(s).

Enter the category for this item: Taxes

Enter the name for this tabbed section: Tax on Worldwide Income

A Seychelles Limited Partnership is a flow-through tax entity and is not liable for any Seychelles taxation on profits or gains arising from within the partnership. The respective partners are liable to file their own respective tax returns and may have tax liabilities in their resident country.

Enter the name for this tabbed section: Limited Partnership

Order Form

CFMA

Due Diligence

$ 1,750

Complete Formation

Name Availability Search
Statutory Due Diligence for Up to Two Persons
Filing with the Registry
Government Licensing Fees ($200)
Original Certificate of Limited Partnership
LP Partnership Agreement
Up to Five Partnership Certificates Provided
Resident Agent
Registered Office
Safekeeping of Registers and Accounts
One Year of Customer Support
Annual Business Review
Incorporation Time is 1 Business Day
If a LP is utilized as an insurance or fund company,
expect additional costs ranging from $15,000 to $50,000
for additional licensing fees and 100+ hours of legal time.

Enter the name for this tabbed section: Annual Renewals

$ 825

Annual Renewals

Statutory Due Diligence for Up to Two Persons
Filing with Registry
Government Licensing Fees ($200)
Resident Agent
Registered Office
Filing of Annual Return (Required)
Safekeeping of Registers and Accounts
One Year of Customer Support
Annual Business Review
If a LP is utilized as an insurance or fund company,
expect additional renewal costs from $5,000 to $15,000
for licensing fees, accounting, auditing and legal time.

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Asset Protection Services International, SRL