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How to Register Company in Mauritius? 

Mauritius is a small island state in Southeast Africa 900 kilometres east of Madagascar. A free market and open economy as well as hard-working local people are the hallmarks of Mauritius. Moreover, in terms of the Human Development Index, this tiny state is well ahead of many European countries.

All over the world, Mauritius is also known as an expensive luxury resort with picturesque tropical beaches. International businesses are attracted to this country by tax benefits and favourable working conditions for entrepreneurs. More than 15,000 international companies are registered in Mauritius.

5 Advantages of Registering Company in Mauritius

  1. Tax benefits:

    • The current corporation tax rate is only 15%;

    • Value Added Tax is 15%;

    • The capital gains and dividend taxes are 0%.

    Mauritius has signed double taxation treaties with over 40 countries.

    Offshore companies registered there are exempt from corporation tax, provided that all their commercial activities are carried out abroad.

    Ship owners, manufacturers of medications, and medical equipment and representatives of some other sectors of the national economy do not pay corporate income tax.If a company does not carry out activities on the island, the tax is 0%.

  2. Strong economy and favourable investment environment.

    As mentioned above, Mauritius has surpassed most of its neighbours in terms of economic development. There is no foreign exchange control. Budget contributions from financial institutions are growing every year, which is not surprising; the largest international banks have opened their offices in Mauritius, and the volume of foreign investment in the banking sector has exceeded 1 billion US dollars.

  3. Close economic ties with other countries.

    Mauritius is a convenient trading platform because it is actively building economic cooperation with the UK, France, India, China and South Africa.

    There is a free-trade zone where more than 600 officially registered companies operate.

  4. Confidentiality.

    In Mauritius, it is relatively easy to keep the details of directors and shareholders of offshore companies confidential. Besides, nominee service is available to entrepreneurs.

  5. Simple Company Incorporation Procedure.

Mauritius is interested in attracting as many trustworthy international entrepreneurs as possible, so it has made great efforts to simplify business processes. Registering a new company in Mauritius is relatively inexpensive, does not take much time and does not require the in-person presence of the entrepreneur in the country. The size of the authorised capital is not regulated and can be as little as USD 1. There are no strict rules regarding the directors and founders of offshore companies operating outside the country.

What Business Can Be Profitable in Mauritius?

The below-mentioned businesses are common in Mauritius due to the tax incentives offered by the authorities, as well as recent trends in the development of the local economy:

  • Investment funds;

  • Financial and insurance services;

  • Shipping companies;

  • Digital industry;

  • International trade;

  • Pharmaceuticals, development and manufacturing of medical equipment.

Some of the above-mentioned businesses are regulated by the state and require a special licence.

An entrepreneur has several options to choose from when it comes to the most suitable type of company for their business. We shortlisted the most common forms of incorporation:

  • Private and public companies;

  • Partnerships;

  • Foreign corporations;

  • Global business category companies.

To set up an offshore business in Mauritius you can use:

  • Global Business Company, or Licence (previously called category 1 global business licence 1);

  • Authorised company (it replaced the abolished category 2 global business company).

Global Business Company (GBC/GBL)

This type implies that your company is a tax resident in Mauritius, subject to corporate income tax. A GBC can operate both within and outside the country. Such companies also have access to a financial services licence.

Tax Planning

If you open a GBC in Mauritius, you can benefit from tax exemptions provided by the government: in some cases, the tax rate can decrease from 15% to 3% or even to 0%. In addition, a newly incorporated GBC can reduce its costs by taking advantage of the numerous double taxation treaties. The assets of such a company are not subject to capital gains tax.

Requirements for GBC

A GBC is regulated by the Companies Act and controlled through licences by the Financial Services Commission (FSC). To obtain a licence to do business as a GBC, an international entrepreneur must provide the authorities with a sound business plan and disclose the beneficiaries.

A GBC should have the following:

  1. At least one founder, a natural or a legal person of any tax affiliation;

  2. A director who is a tax resident of Mauritius;

  3. A legal address in Mauritius or Rodrigues Island. This address is usually provided by a law firm or management company employed as a secretary.

There are no significant restrictions on the amount of share capital of a GBC, but it must not be less than USD 1.

Even if all commercial activities of such a company are carried out abroad, you still need to keep bookkeeping records, have your company undergo an annual audit, and prepare and submit financial statements.

The standard procedure for registration of a GBC, including the preparation of paperwork, obtaining a licence and applying for registration, takes no more than 4 weeks.

Authorised Company

An Authorised Company was introduced in the Finance Act 2018 to replace the previous category, Global Business Company Category 2.

For a foreign-origin firm to be recognised as an authorised company, the following conditions must be met:

  1. The majority of shares, ownership and profit-sharing rights in such a company must be held by persons or entities that are not residents of Mauritius;

  2. The business must be managed from another country, i.e. strategic decisions directly affecting the profits of the business should be taken abroad;

  3. All commercial activities of such a business entity must remain outside Mauritius.

The overseas profits of an authorised company are not subject to corporation tax in Mauritius. On the other hand, such a company cannot take advantage of double taxation treaties. Besides, tax is not levied on capital and dividends.

Information about the beneficiaries and directors of authorised companies remains confidential.

Requirements for an authorised company :

  1. The director of the company can be a natural or legal person of any nationality and tax affiliation;

  2. The same rule applies to shareholders: one shareholder, who is a natural or legal person and a resident of Mauritius or any other country, is sufficient to establish a company;

  3. Like in the case of GBCs, there is no limit on the amount of the founding capital, however, it cannot be less than USD 1;

  4. All authorised companies are required to appoint an incorporation agent in Mauritius whose duties will include:

    • Submission of declarations and documents to the authorities;
    • Corresponding with the Financial Services Commission, the Revenue Authority and the CBRD (Corporate and Business Registration Department);
    • Keeping minutes of shareholders’ meetings, resolutions, bank transactions, etc.
  5. A corporate secretary will be required, either a person or a company in Mauritius. Generally, the secretarial function is entrusted to a local management company or a law firm;
  6. Although an authorised company does not pay tax in Mauritius, it is still necessary to prepare and submit once a year:
    • a tax return to the tax authorities;
    • financial statements to the Financial Services Commission.

Such companies are prohibited from engaging in certain commercial activities, such as:

  • Financial, banking and insurance services;

  • Consulting activities, provision of a registered address as well as secretarial, nominee director services;

  • Investment fund management;

  • Trust management.

Company Registration Process in Mauritius

It is relatively easy to set up an offshore company in terms of filing an application with supporting documents. In Mauritius, the CBRD, a department of the Ministry of Finance, deals with company registrations. It has developed an online application for business registration where international entrepreneurs can remotely open a company in Mauritius. The CBRD usually takes no more than one working day to make a decision.

Before you apply, there is a lot of preliminary work to be done. Documents should be submitted in English and all communication with the authorities should be carried out in English as well. To avoid mistakes and spend minimum time on registration, experienced entrepreneurs seek the assistance of competent corporate lawyers at an early stage.

Make sure you have done the following before you apply for company registration:

  • Choose the name of your company and have it reserved;

  • For Global Business Company, find a local secretary, director and a registered office in Mauritius;

  • For an authorised company, find a reliable registration agent and registered address in Mauritius;

  • Prepare the company’s incorporation and supporting documents to be sent with the application. All documents should be in English. If necessary, they should be provided with a certified translation;

  • For Global Business Company, obtain a business licence from theFinancial Services Commission. To do it, you will need a well-drafted business plan and correct information on all directors of the future company.

As already mentioned, registering a business in Mauritius is relatively simple. You will need to log in to a special application, pay the fee, fill in the application form correctly and upload e-copies of all the necessary documents.

If all the preliminary work is done correctly, the CBRD does a quick check of the application and the submitted documents and issues an electronic certificate of incorporation, which you can download and print if needed.

To successfully conduct business in Mauritius, the newly established company will need a current account in one of the country’s banks. As with the business registration process, you will have a better chance of success if you open a company account with an experienced corporate lawyer.

Specialists from Imperial & Legal know the answers to all questions related to starting an offshore business in Mauritius. Our experts will tell you which legal form to choose for registration, how to register a company at a minimum cost, obtain a licence and benefit from all the opportunities for tax optimisation. Experienced lawyers at Imperial & Legal always take into account individual situations to customise solutions for each client.

FAQs about Registering Company in Mauritius

How much do I need to pay to register a GBC in Mauritius?

The cost of registering a GBC can be roughly divided into 2 parts:

  1. The fee paid to the Financial Services Commission to obtain a commercial licence;

  2. The government fee that is paid when the application is submitted to the CBRD.

Thus, to open a GBC, you need to pay:

  • $1,750 — licence fee;

  • $250 — registration fee if you register your GBC as a limited company;

  • $350 — registration fee if you register your GBC as a public limited company.

Your total costs to the government for the registration process are expected to amount to $2,000 – $2,100 (depending on the chosen GBC).

What documents do I need to submit to the CBRD to open an offshore company?

The basic package of documents to be submitted with the application usually includes the following:

  • Copies of passports of non-resident directors. If the sole director is not from Mauritius, a copy of their residence permit will be required;

  • Proof of the director’s address (e.g. utility bills);

  • Proof of address from the secretary (for one-person companies);

  • Documents proving that you rent an office in Mauritius;

  • A copy of the articles of association of the company signed by at least one founder;

  • Certified consent of each proposed director or secretary confirming willingness to take the relevant position;

  • A shareholders’ agreement signed by each shareholder giving details of the number and class of shares to be issued, their stated value and how ownership of the shares in the company will be transferred;

  • If the liability of the firm is limited by guarantee, a document signed by each founder will be required, confirming their agreement to be a member and the amount they undertake to contribute to the stated authorised capital;

  • If the documents are signed by an agent representing the founder’s interests, a certified power of attorney authorising the agent is also required.

What kind of activities are suitable for authorised companies registered in Mauritius?

As a rule, an authorised company is registered to operate outside of Mauritius in the following areas:

  • Non-financial consultancy;

  • IT industry;

  • Logistics;

  • Marketing;

  • Shipping and ship management;

  • International trade;

  • Passive investments.

What shares can be issued by a private limited GBC?

In Mauritius, a GBC is authorised to issue the following types of shares:

  • Registered shares;

  • Preference shares;

  • Redeemable shares;

  • Shares with voting rights;

  • Non-voting shares.

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