Mauritius Corporate Jurisdiction

Any company establishing itself in Mauritius that wishes to conduct global business (ie business not in Mauritius) MUST submit itself to regulation by the Financial Services Commission – FSC.

Any such incorporation will be either GBL 1 or GBL 2. GBL stands for Global Business Licence. All funds of any type are GBL 1 incorporations with licencing conditions specific to funds. A GBL 1 may also be a simple holding company for example

Any GBL 2 must have a local agent in Mauritius. By convention this is a management company but auditors or law firms can also be registered agents of GBL 2 companies

Any GBL 1 company MUST appoint a management company licenced by FSC and must have its registered address at the premises of that management company.

The Management company MUST do the following

1 . Provide registered address and incorporation services.
2.  Submit licencing application to FSC (only management companies can do this for GBL 1 companies; registered agents can do it also for GBL 2)
3.  provide corporate secretarial services including facilities for Board Meetings
4. Ensure that the books and records, in a state suitable for preparation of IFRS auditable financial statements, are present in Mauritius at all times
5. Monitor client activities to ensure compliance at all times with Mauritius laws and regulations
6. Ensure that all CDD is obtained and maintained in an up-to-date fashion. Manco MUST manage the client / investor acceptance process.
7.  Ensure that sufficient funds are available in client bank accounts to pay govt, FSC, Registrar of Companies and Mauritius Revenue Authority fees
8. Make all statutory filings and returns
9. Provide liaison service for ALL correspondence with FSC
10 Inform FSC of any changes in Directors etc

The following functions MUST BE performed by GBL 1 clients and are OPTIONALLY (usually) provided by the management company for specified fees

1. Provide the 2 resident Directors required by law for a GBL 1
2. Prepare and file annual tax returns
3. Provide the Anti Money Laundering and deputy MLRO required for funds
4. Arrange the professional indemnity insurance that FSC requires fund Boards to take out
5. Provide accounting, management accounting and financial reporting (IFRS) preparation services
6. FATCA services
7. Legal research (not opinion)
8. Any other non core value add service

A GBL 2 MAY NOT engage in an activity regulated by FSC. This means no financial services in practice. A GBL 2 is not a taxable person in Mauritius. This means no access to treaty benefits etc. A GBL 1 is a taxable person but pays tax at a maximum of 3% on business profits. There is no CGT in Mauritius

A GBL 2 may appoint a corporate director; a GBL may not. This is relevant to nomineeship services. The concept of nominee Directors does not exist for GBL 1. The Board of a GBL 1 may appoint specialist sub-advisers but ultimately is wholly responsible for the decisions made by the GBL 1. This is fundamental to internationally accepted norms for access to DTAA & treaties.