<style>.lazy{display:none}</style>Offshore company formation in Mauritius

Offshore company formation in Mauritius

January 30, 2024 - 15 min read

 

Mauritius, the ideal offshore jurisdiction for offshore company formation

About 20,000 offshore companies and funds have selected Mauritius as country of incorporation. A popular destination among foreign investors, especially for offshore company formation, setting up an offshore company in Mauritius brings the following advantages :

  • 1st country in Africa (13th internationally) for ease of doing business;
  • 1st country in Africa Good Governance (Ibrahim Index of African Governance – IIAG);
  • Compliant with all 40 recommendations from the FATF;
  • Business-friendly legislation and cost-effective jurisdiction;
  • Easy for foreigners to open a company;
  • Hybrid legal system (combining both the civil law and common law practices);
  • No obligation to pay for stamp duty or transfer shares;
  • Economic and political stability;
  • Presence of internationally recognised banks;
  • Fast offshore company formation at a competitive rate, with the possibility to open a corporate bank account for your business;
  • Easy procedures from company redomiciliation;
  • No exchange control;
  • No restrictions on trading;
  • Extensive network of Double Tax Avoidance Agreements and Investment Promotion Protection Agreements (IPPAs);
  • Privacy and security of information;
  • A pool of highly qualified bilingual professionals;
  • Convenient time zone; and
  • Transparent, safe and internationally compliant jurisdiction.

 

What is an offshore company?

The term “offshore” implies that a business entity is registered in a jurisdiction that differs from the place of its primary operations or ownership. Offshore companies are often used as a tool for international tax planning and wealth management, giving business owners more flexibility in their commercial operations. These companies can conduct business activities in any country, but they cannot engage in businesses in the country of their incorporation. Another advantage of this type of companies is that they can provide asset protection by separating the owner’s assets from the company’s liabilities.

An offshore corporate structure in Mauritius is a legal entity established outside of the owner’s country of residence, typically for its financial benefits and flexibility. There are two primary types of companies in Mauritius: Global Business Companies (GBC) and Authorised Companies (AC). Offshore companies in Mauritius offer several advantages including a favourable tax environment, asset protection, and access to a stable and credible business jurisdiction. As an International Financial Centre, Mauritius provides a robust regulatory framework for offshore business and is overseen by the Mauritius Revenue Authority (the tax authority) and the Financial Services Commission (FSC).

 

A favourable tax regime for offshore company formation

The tax regime is a distinctive feature of the Mauritius offshore financial center, which offers several tax incentives designed to encourage foreign investment and promote the country as a hub for international business.

While the rate is unique (15%) on individual tax as well as corporate tax, there is no Withholding Tax on dividends, no Capital Gains Tax and no capital duty on issued capital. The country respects all international standards in terms of compliance (with strict Know Your Client and AML regulations), and institutions respect the confidentiality of the Mauritius company’s information and allows free repatriation of profits and capital.

One of the main features of the tax regime is the 80% partial tax exemption, which allows offshore companies to benefit from a reduced corporate income tax rate, subject to certain conditions. By retain a higher portion of their profits, it provides an enticing environment for setting up operations in the country. Offshore company setup in Mauritius is a legitimate tax planning strategy since it operates within the legal framework provided by the Mauritian government.

Additionally, Mauritius’ vast network of Double Taxation Avoidance Agreements allows better risk management and reduced tax leakage for its foreign investors. With its combination of incentives and exemptions, in addition to its business-friendly environment, the Mauritius tax system is well-suited for incorporating an offshore company structure looking to optimise their tax planning strategies while operating a company within a stable, reputable jurisdiction.

 

Why choose Mauritius for your offshore company formation?

Africa-Icon for Mauritius offshore company formationMost business-friendly and investment-friendly country in Africa
Law-Icon for Mauritius offshore company registrationDual legal system, combining the advantages of Common and Civil Law
Law Icon for Mauritius offshore company formationAn International Arbitration Centre
Tax Icon for Mauritius offshore company formationNo exchange control ; No Withholding Tax ; No Capital Gains Tax
Security Icon for Mauritius offshore company formationSecure and reliable investment destination
Law-Icon for Mauritius offshore company formationFree and democratic political system
Language Icon for offshore company registration in MauritiusA bilingual (English and French)and skilled workforce
World Icon for offshore company registration in MauritiusExtensive network of DTAAs and IPPAs
Clock Icon for offshore company registration in MauritiusStrategic geographic location and convenient time zone (GMT +4)
Study icon for offshore company registration in MauritiusA comprehensive education system with Anglophone and Francophone private institutions
Medical Icon for offshore company registration in MauritiusAccessible medical services
Network Icon for offshore company registration in MauritiusWide range of international brands and products
Law-IconA simple and attractive tax system
Law-IconA favourable and secure living environment
Law-IconA multicultural landscape

 


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Difference between offshore and onshore companies

Offshore and onshore companies are two types of business that are distinguished based on their location and the rules and regulations that govern them. Offshore companies are those that are set up in a foreign country with the primary aim of availing tax benefits and providing confidentiality to the owners. These companies could be registered in countries that have lenient rules and regulations for businesses, low tax rates or only have nominal taxes in place. On the other hand, a local company is established in the country where its products and services are mainly consumed or where its primary operation is located. These companies are subject to local tax laws and regulations, and they are required to follow the country’s rules and regulations where they are registered. They are also required to be licensed by the authorities, and their financial records must be made public. Operating an offshore entity can be challenging due to the complexity of regulations and compliance procedures, while an onshore company is comparatively easier to manage.

 

 Mauritius offshore company formation requirements

The requirements to set up a company in an offshore jurisdiction like Mauritius will depend on the type of company structure. There are two choices: the Global Business Company and the Authorised Company – they are further detailed in the section below. Offshore company incorporation in Mauritius can take up to one week. The registration process (formalities, procedures, and documentations) prior to the company formation are generally completed between 1 to 3  weeks.

The appointment of a registered agent for an offshore company in Mauritius required when setting up your business presence and ensuring its smooth operation in this jurisdiction. A registered agent, whihc must be a licensed management company, functions as the intermediary between the company’s shareholders and the relevant governmental authorities. They ensure that your company complies with the regulatory requirements and applicable laws within Mauritius. These may include but are not limited to, annual reporting, tax payments, and statutory filings.

Requirements vary according to the type of company. However, opening an offshore company in Mauritius must meet several key requirements, including having at least one shareholder and one director, appointing a company secretary, maintaining a registered office in Mauritius, and engaging a licensed management company.

 

Types of offshore companies in Mauritius

Establishing an offshore company in Mauritius involves several steps, including choosing the right type of company, selecting a unique company name, engaging a licensed management company, preparing and submitting necessary documents, and paying required fees. The required documents include a memorandum and articles of association, proof of identity and residence of the shareholders and directors, and details of a registered office in Mauritius. The company incorporation in Mauritius is processed and approved by the FSC.

Global Business Company

A Global Business Company (GBC) is a company involved in qualified activities, and which main business operations are carried principally from Mauritius, but with people who are resident outside of Mauritius.

A GBC is a legal entity that can either be a division of a foreign company, or a locally incorporated company. The GBC licence allows the offshore corporation to conduct business outside Mauritius while benefiting from the network of DTAAs. This type of structure is ideal for holding companies, and is subject to taxation while benefiting from the 80% partial tax exemption as stated above.

The GBC licence allows the offshore companies to conduct business outside Mauritius while benefiting from the network of DTAAs. The Financial Services Act (FSA) 2007 of Mauritius stipulates that a GBC can engage in activities such as:

  • Aircraft Financing and Leasing
  • Asset Management
  • Investment Banking
  • Consultancy Services
  • Financial Services
  • Fund Management
  • Information and Communication Technology Services
  • Insurance and reinsurance
  • Licensing and Franchising
  • Logistics and/or Marketing
  • Operational Headquarters
  • Pension Funds Management
  • Shipping and Ship Management
  • Trading
  • Trust management
  • Domiciliation of fund managers and investment funds (CIS, CEF, VCC)

 

Requirements to set up an Global Business Company in Mauritius

The requirements for setting up a GBC in Mauritius include:

  • A minimum of 1 shareholder (likewise if the company is a wholly owned subsidiary);
  • A minimum of 2 qualified directors resident in Mauritius;
  • Board meetings must be held in Mauritius;
  • Main bank account to be held in Mauritius;
  • Have physical offices in Mauritius where accounting records and statutory documents including register of members, debenture holders, and officers must be kept;
  • Appoint a local Management Company like Sunibel Corporate Services to act as qualified company secretary resident in Mauritius;
  • Must file audited Profit and Loss account and Balance Sheet annually with the FSV within 6 months of the financial year-end;
  • Tax returns must be filed with Income Tax Authorities;
  • Have a company clause stating that disputes shall be solved by arbitration in Mauritius; and
  • Shares to be registered on a securities exchange scheduled by the FSC.

A GBC is a company registered in Mauritius and licenced by the FSC, the country’s regulatory authority, is responsible for the regulation, supervision, and inspection of all financial services, other than banks. GBCs are regulated under the Companies Act 2001 and Financial Services Development Act 2001. Both regulations have set the base and transformed Mauritius as a solid and reliable International Financial Centre.

Click here for more information about the Mauritius Global Business Company.

 

Authorised Company

Under the FSA 2007, an Authorised Company is a company where:

  • the majority of shares or voting rights or the legal/beneficial interest in a company incorporated in Mauritius are held or controlled, by a person who is not a citizen of Mauritius;
  • such company proposes to conduct business principally outside of Mauritius; and
  • has its control & management outside Mauritius, meaning that it is the place where:
    • the strategic decisions on the company’s core activities are taken from; and
    • either a majority of the Board of Director’s meetings are held, or where the executive management of the company is regularly exercised.

If a company does not meet these conditions, it is considered an offshore company and non-resident for tax purposes. This means that the Authorised Company’s income will not be subject to tax in Mauritius. Unlike the GBC, an Authorised Company cannot benefit from the network of DTAAs that Mauritius has with various countries.

An Authorised Company shall have, at all times, a registered agent in Mauritius, which shall be a Management Company. Sunibel is duly licensed by the FSC to act as a Management Company in Mauritius and has the experience to accompany you in the formation and incorporation of your offshore vehicle. Our duties towards Authorised Companies, as registered agent, include:

  • filing of return of income with the MRA;
  • filing of a financial summary with the FSC;
  • filing of any document required under relevant Acts;
  • safekeeping of records (board minutes and resolutions, transaction records and such other documents as required by the FSC); and
  • undertaking measures to combat money laundering and terrorist financing, and any other related offences as specified by the FSC.

It should be noted that the financial statements of an AC do not need to be audited nor to be publicly accessible.

 

Requirements to set up an Authorised Company in Mauritius

The requirements to set up an Authorised Company include:

  • Minimum of one shareholder
  • Copy of ID and/or passport, and proof of the residential address
  • Minimum paid up capital of one share
  • Shall have a registered agent in Mauritius (i.e., a Management Company – Sunibel)
  • File Financial Summary with the FSC
  • File Annual Tax return with the MRA
  • Appointment of one director (Mauritian or foreigner)
  • Have a registered office in Mauritius
  • May hold meetings in any country and may attend such meetings by electronic means
  • Main bank account does not need to be in Mauritius
  • Due Diligence: Promoters, beneficial owners/shareholders, directors, bank account signatories

Authorised Companies are not allowed to engage in the following activities:

  • financial services (including banking);
  • holding, managing, or dealing with a Collective Investment Scheme (or Fund) as a professional administrator;
  • providing registered office facilities, or nominee, directorship and secretarial services, or other services to corporations; or
  • providing trusteeship services.

Click here for more information about the Mauritius Authorised Company.

 

Are offshore companies in Mauritius legal?

Offshore companies in Mauritius are indeed legal and regulated by the FSC. The FSC is the main regulatory body responsible for supervising and licensing offshore companies to ensure compliance with international standards and regulations. As stated above, when a company is incorporated in Mauritius, it can benefit from a favourable tax regime and other incentives offered by the government.

Mauritius has also put in place robust Anti-Money Laundering and Know-Your-Customer frameworks to maintain the integrity of its financial services sector. International investors find Mauritius an attractive jurisdiction to set up an offshore structure due to its political stability, strong legal framework, and advantageous business environment. It is important for you to make sure your company complies with all relevant laws and regulations to avoid any legal issues or to damage the reputation of Mauritius as an International Financial Centre.

 

FAQs

1. Is it safe to register your offshore company in Mauritius?

Incorporating your company in regulated jurisdictions such as Mauritius is a safe option for investors seeking international business opportunities. The country has established a reputable financial services sector and a regulatory framework that ensures transparency and compliance with international standards. Mauritius is known for its strong commitment to fighting money laundering and the financing of terrorism, as evidenced by its compliance with the Financial Action Task Force (FATF) recommendations. Additionally, the jurisdiction imposes strict regulations to prevent tax evasion and implement effective exchange of information mechanisms.

Among the benefits of an offshore company, Mauritius has signed a number of bilateral investment treaties and double taxation agreements with various countries, which offer investors added protection and stability in terms of legal protections. Like any other offshore jurisdiction, investors should undertake their due diligence and seek professional advice with a local registration services provider, such as Sunibel Corporate Services, to navigate the legal and financial aspects prior to incorporating a business offshore to Mauritius.

 

2. What are the advantages of having bank accounts for offshore companies in Mauritius?

Along with your offshore entity operating from Mauritius, you can request for a bank account opening that will unlock several benefits of offshore banking. First and foremost, it offers financial privacy. Offshore banks are known for their strict confidentiality policies, ensuring that your personal and financial information remains secure. This can be particularly beneficial for individuals concerned about the potential for identity theft or unauthorised access to their funds. Additionally, a business using an offshore bank account has the opportunity to deversify its assets. By having funds held in different currencies and jurisdictions, investors can mitigate risk and protect their wealth, especially in times of economic uncertainty or political instability.

Furthermore, opening a bank account offshore often provides access to a wider range of investment opportunities, including offshore trusts and funds that may not be easily available in one’s home country. Lastly, a business accounts with and offshore bank can offer certain tax advantages, depending on the offshore country. By taking advantage of friendly tax regimes, individuals or businesses can legally reduce their tax liability and maximise their wealth.

 

Sunibel Corporate Services, an international provider of offshore company formation services

With other 15 years of existence in the offshore financial services industry, and composed of an experienced and qualified team of professionals, Sunibel can accompany you to form an offshore company in Mauritius. We are member of multinational and multidisciplinary group Probus Pleion, created in the 1980s in Switzerland. We can therefore put our network to your advantage and provide you of a comprehensive set of additional services to strategically optimise your costs.

The appointment of a registered agent, namely a management company such as Sunibel, is a key element in ensuring your company’s regulatory compliance, and facilitating its overall success within the jurisdiction. Indeed, companies often grapple with intricate and ever-evolving laws and regulations, which, if not adhered to, can lead to severe financial and reputational risks. By enlisting the support of a provider of offshore company formation services, businesses can stay on top of their compliance and tax obligations while minimising their risks.

 

 

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Disclaimer

This article is provided for information purposes only. It is not intended to provide, and should not be used for, tax or legal advice. We may put you in contact with tax and legal advisers in this regard.

Although all information and opinions contained herein have been compiled from sources believed to be reliable and trustworthy, no representation or warranty, express or implied, is made as to their accuracy or completeness, and, to the extent permitted by law, Sunibel Corporate Services Ltd, its members, employees and agents do not accept or assume any liability, responsibility or duty of care for any consequences of you or anyone else acting, or refraining to act, in reliance on the information contained in the article or for any decision based on it. You should not act upon the information contained in this publication without obtaining specific professional advice.

Sunibel Corporate Services Ltd accepts no liability for any direct or indirect damage resulting from the use and reliance on the information published in this article.

For more information, please see our terms and conditions.

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