The Seychelles Financial Services Authority has recently published various updates in respect of the Beneficial Ownership Legislative Amendments. Pursuant to the Beneficial Ownership (Amendment) Act 2022 and the Beneficial Ownership (Amendment) Regulations 2023 (collectively, the “Amendments”), various amendments to the Beneficial Ownership Act 2020 (the “BO Act”) and the Beneficial Ownership Regulations 2020 (the “BO Regulations”) have come into force with effect from 30 December 2022 and 28 April 2023 respectively.
Key changes to the Amendments are summarised below:
- Additional Information for Register of Beneficial Owners (“ROBO”)
- New requirements apply if the country where the beneficial owner or nominee reside issues a Tax Identification Number (TIN) or quivalent and/or a National Identification Number (NIN) or equivalent, as such a new format of ROBO and the Declaration of Beneficial Ownership have been expanded to include more information relating to the nominee and nominator (i.e. the corporate shareholder)
- To provide documentation proof for the tax residency showing the TIN (e.g. copy of tax office notice) and the national identification showing the NIN (e.g. copy of national identity card) for all beneficial owners and nominees stated in the ROBO.
- Registrable Legal Person (Optional)
- Periodic Review of Beneficial Owners
- A new requirement for each Seychelles IBC to review and verify its beneficial owners including any change of the registrable particular of a beneficial owner at least once a year, i.e., at least one review and verification shall be undertaken within 3 months before the anniversary of its incorporation.
- In addition, each IBC shall keep a declaration of compliance at its registered office in Seychelles not later than 1 month from the anniversary of its incorporation.
A new exception rule that a Seychelles entity can choose to register the registrable legal person in the ROBO (instead of details of an individual beneficial owner) if it meets the definition of a “registered legal person” under the BO Act provision, i.e. such legal person is a Seychelles listed company or a licensee under the International Corporate Service Providers Act.
Please note that the Amendments do not make a Seychelles company’s ROBO accessible to the public. That is, the ROBO continues to be private and is not available to the public (only to foreign governmental agencies or law enforcement via justified legal requests to the Seychelles Government).
Please note that the above new requirements are required to be complied by 31 December 2023.
Failing to maintain the Register of Beneficial Owners or to maintain accurate and up to date information by the company shall be liable to a penalty not exceeding SCR150,000 for each contravention. In addition to the penalty upon a company, every director may also be liable to a penalty not exceeding SCR150,000 for each contravention.
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Disclaimer Kindly note that this notice is not exhaustive but just intended to provide a general reference. This is not a legal advice and should not be regarded as a substitute for a specific legal advice that meet your circumstances. Sertus does not accept any responsibility for any errors or omissions of the contents of this note.