FAQ – Frequently Asked Questions

We’ve compiled the essential information to address the most common questions our clients ask us. If you don’t find the answer to your query, please don’t hesitate to reach out to us directly. We’re always here to assist you!

Domestic Company

  • Can a non-citizen own a domestic company in Mauritius?

    Yes, a domestic company can be 100% foreign-owned. Mauritius is welcoming to foreign investors, and the process is relatively straightforward. Here are some key facts about domestic companies in Mauritius : 

    • There is no minimum capital requirement
    • Minimum of one (1) shareholder required who can be a non-resident of Mauritius
    • Minimum of one (1) resident director required
    • An annual declaration should be filed with the Registrar of Companies and company’s accounts should be audited if annual revenue exceeds MUR 50 million
    • Liable to corporate income tax at 15%

    To ensure a smooth process in setting up your domestic company, let C&S Secretarial Services be your guiding hand. From liaising with the requisite local authorities to meticulously handling each step of the procedure, we ensure the entire process is streamlined and hassle-free.

  • How to incorporate a domestic company in Mauritius?
    Incorporation of companies can be effected online via the Mauritius Network Services (MNS), the online service provider of the Registrar of Companies (ROC).

    Step 1: Register on MNS to obtain a username and password.

    You have the option of reserving the name you’d like for your company to ensure that it doesn’t get taken before the incorporation of your company.

    Step 2: On MNS, download the following forms and get them signed.

      • Form 7: the consent of every director of the proposed company
      • Form 8: (if applicable) – the consent of every secretary of the proposed company
      • Form 9: the consent of every shareholder of the proposed company.

    Step 3: Fill in your application online on MNS Portal and upload all related documents.

    Fill in the Form 1: “Application for incorporation of a company” on MNS and upload (where applicable) the Forms 7, 8 9, constitution of the company, legal certificate and Certificate of Reservation. Note : Incomplete or unclear applications will get rejected or may get queries.

    Step 4: Payment.

    Once the incorporation application has been approved, you must pay the annual registration fee at the CBRD or via its online platform using a credit card. After payment of the prescribed fee, the Registrar will issue an Electronic Certificate of Incorporation and a Business Registration Card (BRC) with the Business Registration Number (BRN), which is a unique identification number for the company. When venturing into the world of business in Mauritius, it is essential to have a dedicated company secretary to handle your compliance needs. C&S Secretarial Services is here to shoulder this responsibility for you.

Global Business Company

  • Does Mauritius still have GBC 1 and GBC 2?

    Global Business Companies used to be of two types, namely the Category 1 Global Business Company (GBC1) and the Category 2 Global Business Company (GBC2). However, with the enactment of the Finance Act 2018 (the Act), the GBC1 and GBC2 regimes have been abolished (phased abolishment) and the following have been introduced:

    • Global Business Licence (Global Business Company)
    • Authorised Company

    All GBC1 are now GBC

    • All GBC1 incorporated on or before 16 October 2017 were grandfathered and continued to hold their GBC1 licence up to 30 June 2021. As from 01 July 2021, the licence was automatically converted from a GBC1 to a Global Business Licence. 
    • All GBC1 incorporated after 16 October 2017 were automatically converted to a Global Business Licence as from 01 January 2019.

    All GBC2 are now Authorised Companies

    • All GBC2 incorporated on or before 16 October 2017 were grandfathered till 30 June 2021. As from 01 July 2021, the company had the option to convert into the new structure or be dissolved.
    • All GBC2 incorporated after 16 October 2017 were grandfathered till 30 December 2018. As from 01 January 2019, the company had the option to apply for the Authorised Company licence or be dissolved.

    Find out more about Global Business Licence and Authorised Company on our website.

  • How to apply for a GBC licence in Mauritius?

    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, channelled through a Management Company of its choice.

    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.

    Only a licensed and qualified Management Company can apply for your GBL. As your Corporate Secretary, we can help you find the right Management Company. Contact us now and let us assist you in getting your Global Business Licence.

  • What activities are allowed for a GBC?

    Companies holding a Global Business Licence can engage in qualified global business activities, in accordance with their licence.

    A GBC can be used for providing financial services including:

    • Investment dealer
    • Investment Adviser
    • Funds Management
    • Insurance business such as Insurance Broker
    • Payment Services provider
    • Asset management
    • Credit finance
    • Custodian services
    • Distribution of financial products
    • Factoring
    • Leasing
    • Occupational pension scheme
    • Pension fund administrators
    • Pension scheme management
    • Retirement benefits scheme
    • Superannuation funds
    • Treasury management
    • Registrar and transfer agent.

    A GBC is also a suitable structure for the following types of business activities:

    • International Trade
    • Aircraft Financing and Leasing
    • Consultancy Services
    • Information and Communication Technology Services
    • Licensing and Franchising
    • Logistics and/or Marketing
    • Operational Headquarters
    • Pension Funds
    • Shipping and Ship Management

    Reach out to us today for more information. We’ll be happy to assist you with any query you may have.

Authorised Company

  • How to set up an authorised company?

    Introduced in the Finance Act 2018 (Miscellaneous Provisions), an Authorised Company (AC) is a company whose business activities are conducted exclusively outside Mauritius. The AC is incorporated under the Companies Act 2001 and licensed by the Financial Services Commission (FSC).

    To set up an AC in Mauritius, it is required that the company’s (other than a bank) majority of shares, voting rights, legal or beneficial interest are detained or controlled by a person or group of people who are not Mauritian citizens. An individual or group of individuals having voting rights, legal or beneficial interest for example will not be considered if the latter is of Mauritian citizenship.

    The main requirements to set up an AC include:

    • Minimum of one shareholder
    • Copy of ID and/or passport, and proof of the residential address
    • Minimum paid-up capital of one share
    • 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
    • Required due diligence: promoters, beneficial owners/shareholders, directors, bank account signatories

    While an AC has its control and management outside of Mauritius, the company is required to have, at all times, a Registered Agent in Mauritius which shall be a Management Company that is responsible for the administration of the company. As your Corporate Secretary, C&S Secretarial Services can help you find the right Management Company for the setting up of your Authorised Company. Contact us today!

Incorporation

  • How to incorporate a company in Mauritius?

    Incorporation of companies can be effected online via the Mauritius Network Services (MNS), the online service provider of the Registrar of Companies (ROC).

    Step 1: Register on MNS to obtain a username and password.

    Step 2: Reserve the name you’d like for your company.

    Step 3: Fill in your application online on MNS Portal and upload all related documents.

    Fill in the Form 1: “Application for incorporation of a company” on MNS and upload (where applicable) the Form 7 (Consent of Director), Form 8 (Consent of Secretary) Form 9 (Consent of Shareholder), constitution of the company, legal certificate and Certificate of Reservation.

    You must also submit the following documents:

    • Photocopy of Passport for non-residents.
    • Copy of residence permit if the only director is a foreigner.
    • Proof of director’s address (Ex: Utility Bill).
    • Proof of address of secretary in case of one person company.
    Note: Incomplete or unclear applications will get rejected or may get queries.

    Step 4: Payment

    Once the incorporation application has been approved, you must pay the annual registration fee at the CBRD or via its online platform using a credit card.

    After payment of the prescribed fee, the Registrar will issue an Electronic Certificate of Incorporation and a Business Registration Card (BRC) with the Business Registration Number (BRN).

    Note: For the Incorporation of a Company holding a Category 1 or 2 Global Business Licence, the incorporation is only affected after approval is received from the Financial Services Commission.

    As your Corporate Secretary, C&S Services assists you in setting up your company. Reach out for a quote today!

  • Can foreigners incorporate a company in Mauritius?

    Yes, it is possible to incorporate a company even if you are not a citizen of Mauritius. However, you must appoint a local resident company secretary, like C&S Services, and have a registered local office in Mauritius.

    You’ll require both a Residence Permit and a Work Permit to legally operate and reside in Mauritius. Recognizing the challenges this process can pose, C&S Secretarial Services steps in to simplify and expedite the procedure on your behalf. Our seasoned experts manage the complete application process, leveraging their profound understanding of the Mauritian legal system to ensure a swift and successful acquisition of the necessary permits.

  • How to incorporate an offshore company in Mauritius?

    To incorporate an offshore company in Mauritius, it’s easier to work with a trusted management company specialising in company set up. They will guide you through the whole process, which typically includes submitting Know Your Customer documents, selecting the company type, and developing a comprehensive business plan to fulfil regulatory requirements. C&S Secretarial Services work with the best management companies in Mauritius, allowing us to introduce you to a reliable partner.

    Whether you want to set up a domestic company, a GBC or an authorised company, we work towards providing a hassle-free service by dealing with all the relevant authorities, taking care of all the required paperwork and obtaining all necessary permits and licences for you.

Corporate Governance

  • What are the principles of corporate governance?

    Corporate governance refers to the framework of policies and guidelines that inform a company’s conduct, decision-making and practice. This infrastructure is built upon four key principles: accountability, transparency, fairness and responsibility.

    Accountability

    Businesses must be able to account for and explain every action and decision taken and are obligated to take ownership of the risks involved.

    Transparency

    A corporation must exercise openness and willingness to disclose truthful, accurate and timely information regarding the company’s financial, social and political position to shareholders, stakeholders, consumers and the wider community.

    Fairness

    All shareholders and stakeholders should be considered and treated equally, regardless of their respective shareholdings or position on the corporate ladder.

    Responsibility

    Directors must act ethically at all times. They should take a top-down approach to ethical conduct and engage with long-term shareholders on issues and concerns that affect the company’s long-term value creation.

    Well-versed in corporate governance matters, C&S Secretarial Services provides pragmatic advice tailored to your unique organisational needs. Contact us now!

  • What is internal control in corporate governance?

    Internal control in corporate governance refers to the system of policies, procedures, and practices that an organisation puts in place to ensure that its operations are conducted efficiently, effectively, and in compliance with relevant laws and regulations. It is typically overseen by the board of directors and senior management and is often documented in written policies and procedures that employees are expected to follow.

    Key aspects of internal control in corporate governance include:

    1. Risk management:

    helping identify, assess, and mitigate risks that could potentially impact the organisation including financial risks, operational risks, and compliance risks.

    2. Financial reporting:

    ensuring the accuracy and reliability of financial reporting. This involves the review and verification of financial data, preventing fraud, and maintaining transparency.

    3. Compliance:

    ensuring that the organisation complies with applicable laws, regulations, and industry standards. This can involve monitoring activities, conducting audits, and implementing policies to ensure compliance.

    4. Safeguarding assets:

    protecting the organisation’s assets from theft, misuse, or damage including physical assets like inventory and equipment, as well as financial assets.

    5. Efficiency and effectiveness:

    aiming to improve the efficiency and effectiveness of the organisation’s operations. This can involve streamlining processes, reducing waste, and optimising resource allocation.

    Choose C&S Secretarial Services for your corporate governance matters.
    Reach out to us today!

  • What is transparency in corporate governance?

    Transparency in corporate governance refers to the practice of openly and honestly disclosing information about a company’s operations, financial performance, decision-making processes, and corporate behaviour to its stakeholders.

    The objective of transparency is to provide a clear and accurate view of the company’s activities and to build trust and confidence among investors, shareholders, employees, customers, regulators, and the general public.

    Key aspects of transparency in corporate governance include:

    • Financial Transparency: Openly share financial data and accounting practices.
    • Operational Transparency: Reveal company strategies and goals.
    • Disclosure of Material Information: Promptly share significant updates that could affect stakeholders.
    • Corporate Governance Transparency: Disclose governance structure, executive pay, and policies.
    • Environmental and Social Responsibility Transparency: Report sustainability and social impact efforts.
    • Regulatory Compliance: Publish compliance with relevant laws and regulations.

    C&S Secretarial Services assist businesses in establishing a governance framework that not only adheres to best practices but also positions your company for optimal operational and strategic outcomes. Contact us today!

  • What are the corporate governance requirements of a company in Mauritius?

    Corporate governance requirements in Mauritius are governed by the Companies Act 2001 and the Financial Reporting Act 2004, along with regulations issued by the Financial Services Commission (FSC).

    The following eight corporate governance principles have been designed to be applicable to all organisations covered by the National Code of Corporate Governance for Mauritius (2016):

    1. Governance Structure

    All organisations should be headed by an effective Board. Responsibilities and accountabilities within the organisation should be clearly identified.

    2. The Structure of the Board and its Committees

    The Board should contain independently minded directors. It should include an appropriate combination of executive directors, independent directors and non-independent non-executive directors to prevent one individual or a small group of individuals from dominating the Board’s decision taking.

    3. Director Appointment Procedures

    There should be a formal, rigorous and transparent process for the appointment, election, induction and re-election of directors.

    4. Director Duties, Remuneration and Performance

    Directors should be aware of their legal duties and should observe and foster high ethical standards in their organisation. The Board, committees and individual directors should have their performance evaluated and be held accountable to appropriate stakeholders. The Board should be fair in determining the remuneration policy for directors and senior executives.

    5. Risk Governance and Internal Control

    The Board should be responsible for risk governance and should ensure that the organisation develops and executes a comprehensive and robust system of risk management.The Board should ensure the maintenance of a sound internal system.

    6. Reporting with Integrity

    The Board should present a fair, balanced and understandable assessment of the organisation’s financial, environmental, social and governance position, performance and outlook in its annual report and on its website.

    7. Audit

    Organisations should consider having an effective and independent internal audit function that has the respect, confidence and co-operation of both the Board and the management.

    8. Relations with Shareholders and Other Key Stakeholders

    The Board should be responsible for ensuring that an appropriate dialogue takes place among the organisation, its shareholders and other key stakeholders.

    C&S Secretarial Services also provides assistance to companies regarding their corporate governance matters. Reach out to us today!

Company Secretary

  • What is the role of a company secretary?

    A company secretary, often referred to as the corporate secretary in some jurisdictions, acts as a vital link between a company, its directors, shareholders, and regulatory authorities. Their primary responsibilities encompass a wide range of critical functions including :

    Compliance Management

    A company secretary ensures the company complies with all relevant laws and regulations. They manage statutory filings and maintain accurate company records.

    Corporate Governance

    They organise and document board meetings and general meetings, ensuring that meeting minutes are kept. Company secretaries advise the board on corporate governance best practices and regulatory changes.

    Ethical Standards

    Company secretaries help uphold ethical standards and oversee the implementation of corporate policies, ensuring that the company operates in a transparent and responsible manner.

    Document Management

    They act as custodians of the company’s seal and official documents, handling legal contracts and agreements while maintaining statutory books.

    As your Corporate Secretary, C&S Secretarial Services assists you in maintaining the integrity, transparency, and accountability of your company’s operations, thereby fostering trust among stakeholders and facilitating the company’s long-term success.

  • What is a qualified company secretary?

    A qualified company secretary, like C&S Secretarial Services, is a professional who is educated, trained, and certified to carry out the responsibilities associated with the role of a company secretary. The qualifications and requirements for becoming a company secretary can vary by jurisdiction and the specific needs of the organisation, but generally, a qualified company secretary possesses the following characteristics:

    • Education: A qualified company secretary has relevant education in fields like law, business, or corporate governance.
    • Certification: They typically hold professional certification or membership in organisations like ICSA.
    • Legal and Regulatory Knowledge: They’re well-versed in the legal and regulatory aspects of corporate governance in their jurisdiction.
    • Corporate Governance Expertise: They possess expertise in advising boards, ensuring compliance, and promoting transparency.
    • Experience: Many have practical experience in corporate governance-related roles.
    • Continuing Professional Development: They engage in ongoing learning to stay current with changes in laws and best practices.
    • Professional Standards: They adhere to high professional standards, including ethics and confidentiality.

    With years of combined experience and extensive professional expertise, C&S Secretarial Services is your qualified Company Secretary specialised in the field of corporate secretarial services for domestic companies in Mauritius.

  • What is a corporate services provider?

    A corporate services provider, often referred to as a CSP, is a professional or a company that offers a range of administrative, legal, financial, and regulatory services to businesses. These services are designed to help businesses operate efficiently, comply with legal and regulatory requirements, and manage various aspects of their corporate structure.

    The specific services offered by corporate services providers can vary, but they often include the following:

    • Incorporation Services
    • Registered Agent Services
    • Company Secretarial Services
    • Accounting and Bookkeeping
    • Tax and Regulatory Compliance
    • Banking and Financial Services
    • Corporate Restructuring and Advisory
    • Intellectual Property Services
    • International Expansion Services

    Corporate services providers play a crucial role in supporting businesses, particularly those operating in multiple jurisdictions or seeking to optimise their corporate structures. They help businesses navigate complex legal and regulatory landscapes, reduce administrative burdens, and ensure they remain compliant with various requirements.