General information
- Republic of Mauritius is a state in Eastern Africa situated on an island. The capital is Port Louis. The official languages are Creole, English and French. The currency is Mauritian rupee.
- The legal system of Mauritius is based on civil law, but there are several elements of English common law.
- Mauritius is a member of UN, WTO, IMF, UNESCO.
- The main trading partners are the USA, France, the United Kingdom, SAR and Italy. The prevailing economy sectors are food production, textile industry and tourism.
Advantages of the jurisdiction
- Developed financial and banking system;
- Political stability of the state;
- Absence of currency control rules;
- Mauritius does not figure in any blacklists of zero tax or low tax jurisdictions of any states even having companies regime similar to offshore one;
- Mauritius holds 1st position in its region and 21st position in the world in business freedom rating of The Heritage Foundation.
Legal forms of business in Mauritius
- Companies limited by shares;
- Companies limited by guarantee;
- Mixed companies;
- Unlimited companies;
- Foreign companies;
- Limited life companies;
- Partnerships;
- Foundations.
Companies of this legal form may be incorporated in Mauritius in 2 types: Global Business License Company (GBL) and Authorised Company (AC). The essential difference of these types of companies is that GBL companies are entitled to carry on business as within the territory of Mauritius, so outside of Mauritius, when AC companies cannot carry on business in Mauritius, only foreign activity is permitted.
The legal basis of both companies types’ activity is Companies Act 2001 and Financial Services Act 2007 in their current versions.
| GBL | AC | |
|---|---|---|
| Name | Must contain words LTD, LIMITED, CORPORATION, INCORPORATED | Must contain words LTD, LIMITED, CORPORATION, INCORPORATED |
| Type of business activity | Any activity of legal character. Banking, insurance and investment activity must be licensed in Mauritius | Any activity of legal character |
| Address | Registered office address and registered agent of the company must be situated in Mauritius | Registered office address and registered agent of the company must be situated in Mauritius |
| Shareholders | There must be at least 1 shareholder. Natural persons and legal entities resident in any country may be shareholders | There must be at least 1 shareholder. Natural persons and legal entities resident in any country may be shareholders |
| Share capital | Minimum authorized share capital is 1 USD | Minimum authorized share capital is 1 USD |
| Shares | Company must issue at least 1 share. Bearer shares are not allowed | Company must issue at least 1 share. Bearer shares are not allowed |
| Meetings of shareholders | Meetings must be arranged not later than in 6 months after the balance date. It is allowed that company does not arrange such meeting during the first year of its activity. Afterwards, each meeting must be held not later than in 15 months after the previous one | Meetings must be arranged not later than in 6 months after the balance date. It is allowed that company does not arrange such meeting during the first year of its activity. Afterwards, each meeting must be held not later than in 15 months after the previous one |
| Directors | The minimum of directors is 2. Only natural persons resident in Mauritius may be directors of the company | The minimum of directors is 1. Natural persons and legal entities resident in any country may be directors of the company |
| Nominee shareholders and directors | Allowed | Allowed |
| Secretaries | Company must have a secretary who is to be a natural person resident in Mauritius | Secretaries are not required obligatorily |
Taxation of Mauritius companies
- Being an analogue of international (offshore) companies in such jurisdictions as British Virgin Islands, Seychelles, Belize, etc., AC companies are exempt from any taxation in Mauritius. They must pay only fixed amounts of incorporation and annual renewal fees. As a consequence, AC companies cannot apply the provisions of Double Tax Avoidance Agreements (DTAAs) concluded by Mauritius with foreign states and territories.
- Unlike AC, GBL companies can obtain resident status in Mauritius (if they have at least 2 directors who are natural persons resident in Mauritius) and be subject to the following tax regime:
- Payment of income tax at a standard rate of 15% of worldwide income of the company. This tax rate is standard not only for GBL companies, but also for other resident companies that run business in Mauritius.
- Dividends are not subject to withholding tax in Mauritius if they are paid to non-residents.
- Interest and royalties aresubject to withholding tax at a rate of 15%, unless DTAA provides for a lower withholding tax rate.
- There are no capital gains tax, transfer pricing rules, controlled foreign companies rules and thin capitalization rules.
- There is no real estate tax for legal entities.
Reporting requirements
AC companies are not required to file financial statements with any public authorities. However, they are obliged to prepare and keep such financial statements at any address in Mauritius by default, or, if necessary, keeping of financial statements at any address outside of Mauritius is allowed if expressly resolved by director of the company. Also, such companies must file annual return with the Registrar.
Regarding GBL companies, they must not only prepare and keep financial statements, but also file it with competent authority named Financial Services Commission (FSC). Moreover, the audit requirement is obligatory for financial statements of all GBL companies without exception. In addition to this, GBL companies must file income tax return with Mauritius Revenue Authority (MRA) and annual return.
| GBL | АС | |
|---|---|---|
| Preparation and keeping of financial statements | Yes, keeping in Mauritius | Yes, keeping in Mauritius by default, or in any other place by resolution of director |
| Filing of financial statements with FSC | Yes | No |
| Audit requirement | Yes | No |
| Filing of income tax return with MRA | Yes | No |
| Filing of annual return with the Registrar | Yes | Yes |
Confidentiality
The regime of confidentiality of information about beneficial owners, shareholders and directors in Mauritius does not differ for GBL and AC companies. All companies are obliged to prepare and to keep registers of shareholders and directors, as well as to file them the with the Registrar (but the information from such registers is not publicly available). These registers must be kept in Mauritius for at least 7 years from the date of their preparation.
The requirement to disclose the information about beneficial owners is relatively new and has appeared in Mauritius in 2017. Such information is to be filled in the register of shareholders and also is not publicly available. Any third parties may have access to it only in some cases prescribed by the legislation, such as:
- The request of beneficial owner himself/herself to disclose the information about him/her to any third party;
- Requests of law enforcement agencies;
- Court order.
Tax treaties of Mauritius
Mauritius has 40 DTAAs with foreign states in territories that are in force.
| Bangladesh Barbados Belgium Botswana Cape Verde China Congo Croatia Cyprus France | Germany India Italy Kuwait Lesotho Luxembourg Madagascar Malaysia Monaco Mozambique | Namibia Nepal Oman Pakistan Qatar Rwanda Senegal Seychelles Singapore South Africa | Sri Lanka Swaziland Sweden Thailand Tunisia UAE Uganda United Kingdom Zambia Zimbabwe |
The majority of these DTAAs provide for the reduced withholding tax rate for certain types of passive incomes, such as dividends, interest and royalties, and also establish mechanism of double taxation avoidance in a form of deduction of tax paid in one jurisdiction from the amount payable in another jurisdiction in relation to the same income.
As it was mentioned previously, AC companies cannot apply DTAAs provisions as they are not deemed to be tax residents in Mauritius and are exempt from taxation. As distinct from them, GBL companies that meet the requirement of management and control from Mauritius (that is having at least 2 directors who are natural persons resident in Mauritius) are entitled to apply DTAAs.
Exchange of tax information
The exchange of tax information upon request of competent authorities is stipulated mainly by the provisions of most of DTAAs of Mauritius. In addition to this, Mauritius can exchange tax information upon request on the basis of separate Tax Information Exchange Agreements (TIEAs) that were concluded with Australia, Austria, Denmark, Faroe Islands, Finland, Greenland, Guernsey, Iceland, Korea, Norway and the USA.
Mauritius participates in Multilateral Competent Authority Agreement on Automatic Exchange of Financial Account Information (MCAA) and has started to exchange information automatically in September 2018.
The official website of Organization of Economic Co-operation and Development provides the information according to which Mauritius has activated bilateral automatic exchange relationships with 59 jurisdictions by the end of 2018.