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Offshore company formation - Mauritius
Mauritius is an island in the Indian Ocean off Southern Africa, due east of Madagascar. It comprises four islands: Mauritius, Rodrigues, Saint Brandon and Agalega. The population of Mauritius is just over 1.2 million. A republic since 1992, Mauritius gained independence from Britain in 1968.
TYPE OF TRADING COMPANY
A GB2 is a company incorporated in Mauritius holding a Category 2 Global Business Licence and carrying on any business or activity specified in a the Second Schedule of the Financial Services Development Act 2001 from within Mauritius with persons all of whom are resident outside Mauritius and which is conducted in a currency other than Mauritian currency.
The GB2 is exempt from taxation in Mauritius (0%) but as a result it cannot claim double taxation relief under the various treaties signed by Mauritius.
| Type of Company | Global Business Company 2 (GBC2) |
| Governing corporate legislation | The Mauritius Financial Service Commission is the governing authority and companies are regulated under the Companies Act 2001 |
| Time-scale for incorporation | Mauritius has a fast and efficient Registry : 48 hours formation time |
| Availability of ready-made companies | Available |
| The regulations governing availability of names | A GB2 can have any of the following at the end of its name:- Limited, Corporation, Incorporated, Public Limited Company, Société Anonyme, Société Anonyme à Responsabilité Limitée, Sociedad Anónima, Berhad, Proprietary, Naamloze Vennootschap, Besloten Vennootschap, Aktiengesellschaft or the relevant abbreviations. |
| Minimum and maximum number of shareholders | Sole shareholders are permitted. There is no maximum number of shareholders provided by the Act. |
| Standard authorised capital | Companies are normally incorporated with US$100,000. |
| Statutory minimum paid-up capital requirements | None |
| Classes of share available | Registered or Bearer shares are not permitted |
| Denomination of share capital | Share capital may be denominated in any recognised hard currency. |
| Residency requirement on shareholders or shareholders’ meetings | None. |
| Minimum and maximum number of directors | Sole directors are permissible. There is no statutory maximum, although the articles may impose a limit. |
| Are corporate directors permitted? | Yes. |
| Nationality and residency requirements of directors | None. |
| Nature of the powers of the directors | The directors have all the powers of the company that are not reserved to the members under the Act or in the memorandum and articles. |
| Directors’ meetings | Directors’ meetings can take place in any location. |
| Information published relating to directors | There is no public register of directors. |
| Must accounts be prepared by the directors? | A company incorporated under the Act shall keep such accounts and records as the directors consider necessary or desirable in order to reflect the financial position of the company. |
| Must such accounts be filed with the financial authorities? | No. |
| Must such accounts be audited, and if so by whom? | There is no compulsory audit requirement |
| Must the company have a registered presence in the territory of incorporation? | Yes. A GBC2 must at all times have a registered office and registered agent within Mauritius |
| What records must be maintained in the territory and are they available for public inspection? | We recommend that an imprint of the common seal be kept at the registered office. Other records such as minutes of meetings of directors, members and copies of all resolutions may be kept at such places as the directors determine. These are not available for public inspection. |
| Company seal | A company must have a common seal. |
| Re-domiciliation provisions | A company incorporated under the laws of a foreign jurisdiction may continue its existence in Seychelles. Similarly, IBCs may transfer their domicile to foreign territories that permit such procedures. |
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