Global Business

Global Business

The reputation of Mauritius as an International Financial Centre rests on the quality of its services and its pool of highly qualified professionals. The Financial Services Act (FSA) adopted in 2007, simplifies the regulatory regime and consolidates the legislative framework of the global business sector.

In monitoring the conduct of business activities of its licensees, the FSC focuses inter alia on market conduct, Anti-Money Laundering and Combating the Financing of Terrorism requirements, corporate governance principles and international norms and standards.

A company applying for a Global Business Licence should pass the test of conducting business outside Mauritius. An applicant for a Global Business Licence is required to submit the appropriate application to the FSC, channeled through a Management Company of its choice. Guidance to investors and service providers to the requirements before applying for a Global Business Licence is provided in the Guide to Global Business. Management Companies (MCs) are service providers which act as intermediaries between their clients and the FSC. MCs are licensed by the FSC under Section 77 of the FSA to set up, manage and provide nominee and other services to a corporation (which carries on or intends to carry on any global business and such class of corporation as may be prescribed) or act as corporate trustee or qualified trustee under the Trusts Act 2001.

For the list of licensed MCs, please consult the Register of Licensees. Kindly note that the FSC cannot make any recommendations for the choice of Management Company.

Management Company Licence

Management Companies act as intermediaries between clients and the FSC and operate under the FSC Guidance Notes for Management Companies. While performing their Customer Due Diligence (CDD) duties, they are under the obligation of collecting and verifying all necessary information about their clients and retaining the information to be submitted to the FSC as and when requested.

Obligations of Management Companies

Management Companies must:

  • ensure that their business is at all times in conformity with the stipulated conditions, norms of honourable conduct and with the laws of Mauritius;
  • take all reasonable measures and exercise due diligence to ensure that their clients are sound and reputable;
  • keep books and records in connection with their business of company management that reflect accurately their affairs and business;
  • keep separate set of accounts for each company they manage;
  • keep separate funds, assets and property of each of the companies they manage; and
  • keep in one bank account, separate from their own bank account, all moneys held on behalf of their clients.

Services provided by Management Companies are inter alia:

  • Company and trust formation and administration;
  • Trusteeship services;
  • Provision of directors, secretary and nominee shareholders;
  • Registered Agents for Category 2 Global Business Licensees;
  • Registered Office for Category 1 and Category 2 Global Business Licensees;
  • Preparation of incorporation and application documents for Global Business Licence;
  • Ensuring post-statutory compliance with company and tax laws (filing of changes on Directors, Shareholders);
  • Maintenance of books and accounting records; and
  • Fund administration services such as NAV calculation, preparation of quarterly reports.

Applicants are required to submit a complete set of documents to enable the FSC to process their application. The application form and the list of supporting documents as set out in the form must be submitted to demonstrate inter alia the fitness and propriety of the applicant. Please consult the relevant documents for each activity.

FS-3.1A Management Company Licence

 


FS- 3.1B Management Licence (Qualified / Corporate Trustee only)

 


FS- 3.2 Nominee Company (Approval)

 

A resident corporation which proposes to conduct business outside Mauritius may apply to the FSC for a Category 1 Global Business Licence. A resident corporation is a body corporate formed or registered in Mauritius, and may include any trust, société, partnership or any body of persons governed by the laws of Mauritius.

The FSC assesses whether the ultimate purpose of the applicant is an investment or a service to be made or provided outside Mauritius. The FSC also encourages a Category 1 Global Business Company (GBC 1) to have more substance in Mauritius by ascertaining that a GBC 1:

  • has at least 2 directors, resident in Mauritius, of sufficient caliber to exercise independence of mind and judgment;
  • maintains at all times its principal bank account in Mauritius;
  • keeps and maintains, at all times, its accounting records at its registered office in Mauritius;
  • prepares, or proposes to prepare its statutory financial statements and causes or proposes to have such financial statements to be audited in Mauritius;


Forms of GBC 1

  • A GBC 1 can be in the form of a Trust, Sociéte and Partnership.


Trusts

  • Trusts are set up under the Trusts Act 2001 as charitable, discretionary or purpose trusts.


Societé

  • Société en Nom Collectif (partnership) and "Société en Commandite Simple" set up under the Code de Commerce Amendment Act 1985 (limited partnership) may be used to structure investments in the global business sector.


Protected Cell Company

A GBC 1 can also be structured in the form of a Protected Cell Company (PCC). The PCC is a legal structure made up of cellular and non-cellular assets. It provides legal segregation of assets attributable to each cell of the company whether owned by individuals or body corporate. The PCC offers a wide range of applications as set out under Protected Cell Companies (Amendment of Schedule) Regulations 2005.

Applying for a FS-4.1 Category 1 Global Business Licence

An applicant for a Category 1 Global Business Licence must submit the following forms/documents to the FSC, through a Management Company.


A GBC 1 is tax resident in Mauritius and may apply for a Tax Residence Certificate from the Director General of the Mauritius Revenue Authority should this be required by the tax authorities in the jurisdiction in which the company is conducting its business. Click here for more information.

Investors may benefit from an extensive network of Double Taxation Agreements (DTAs). Entities holding a Category 1 Global Business Licence wishing to avail to the benefits of a tax treaty must obtain a Tax Residence Certificate issued by the Mauritius Revenue Authority. Further information is available on the website of the Mauritius Revenue Authority.

Management Companies may apply for Global Business Licences via the Online Submissions Platform, a secure web-based application which allows Management Companies to also submit online payments through Electronic Payment Instructions via commercial banks.  The Guide to Online Submissions Platform sets the protocol for online submissions.

A Category 2 Global Business Company (GBC 2) is required to have at all times a Registered Agent in Mauritius. Only a Management Company shall act as the Registered Agent of a company holding a GBC 2 licence. A GBC 2 is defined as a resident corporation conducting business outside Mauritius and can engage in activities other than the following:

Applying for a FS-4.2 Category 2 Global Business Licence:

An applicant for a Category 2 Global Business Licence must submit the following forms/documents to the FSC, through a Management Company.

Management Companies may apply for Global Business Licences via the Online Submissions Platform, a secure web-based application which allows Management Companies to also submit online payments through Electronic Payment Instructions via commercial banks.  The Guide to Online Submissions Platform sets the protocol for online submissions.