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Your Mauritian Partner

Company Structure

Company Law

The Companies are incorporated under and governed by the Companies Act 2001.

  • The incorporation of a domestic company is made with the Companies Division which keeps the Registry of Companies.
  • A minimum capital of one share is required.  The capital should be denominated in Mauritian rupees.
  • A company incorporated under the Companies Act 2001 may, but does not need to, have a constitution. 
  • The Company is managed by the Board of Directors acting under the control of the board of shareholders. 
  • Non residents can freely hold shares in a Mauritian Company as long as the said company does not reckon directly or indirectly amongst its assets immovable properties located in Mauritius.  Under certain circumstances, a domestic company may hold immovable properties as long as the property is used to conduct the operations of the company.
  • The company shall hold an Annual General Meeting of Members and file it's annually audited accounts with the Companies Division.  A company requires the auditing of its financial accounts, if the turnover of the Company exceeds Rs. 50 millions (equivalent to USD 1.67 millions).

 

Domestic Company

A Company incorporated in Mauritius can be recognized as a tax resident in Mauritius and take advantage of the provisions of the Double Taxation Avoidance Agreements signed by Mauritius.

The Company shall however satisfy the criteria of "Effective Management from Mauritius" which implies that it shall:

  • Have a resident director
  • Have a resident corporate secretary who shall be responsible for the good keeping of the statutory registers and the filing of documents with the Companies Division
  • Have its registered office in Mauritius
  • Have its main bank account in Mauritius
  • Hold its meetings in Mauritius
  • Keep its registers and books in Mauritius
  • Allocate 2% of its annual profits to associations promoted by the Mauritian Government (Non-Governmental Organization - NGO) under the ‘Corporate Social Responsibility Scheme’ or as a contribution to the Government in the fight against poverty.
  • Submit, declare and remit the quarterly tax, if applicable, to the tax office (Mauritius Revenue Authority - MRA) under the ‘Advance Payment System’ (APS)

 

Domestic Company with Freeport Licence

The Mauritius Freeport has been created in 1992 so that Mauritius can become a logistics and distribution platform for regional and international trade.  A domestic company can apply for a Freeport licence for warehousing, transshipment, and/or transformation of products in the Freeport sector.  Any income generated by the Freeport licence company in an activity of warehousing, transshipment, labeling and export and re-export will be exempted of Corporate Taxation until 30 June 2013.

However if the Freeport Licence Company has an activity of transformation with a value added characteristic to its product, the company will be taxed at 15% on the profits generated by that activity.  The Freeport Licence company can also sell part of its products on the local market. It also has the right to have a trading activity without the physical transfer of goods to Mauritius (valid under certain conditions).

In addition to the tax advantages that a Freeport Company can benefit, it will be exempted of custom duties on the importation of its equipment, and raw materials, as well as reduced port handling charges amongst others.