Hotline:
400-711-2005
毛里求斯公司Mauritius
Overview of GBC1 Type Companies
Mauritius GBC 1 Companies are resident in Mauritius and consequently subject to tax. However, they benefit from both tax credits and a longstop tax rate of 3%. Correctly structured and managed Mauritius GBC 1 companies may access Mauritius' network of 37 tax treaties. Neither capital gains nor withholding taxes are levied. Consequently, Mauritius GBC 1 companies are used by tax practitioners and businesses to structure investments into Mauritius' treaty partners, which include China, India, Luxembourg and Thailand.
Mauritius GBC 1 Companies are governed by The Companies Act, 2001 and regulated by the Mauritius Financial Services Commission. They are subject to compliance and reporting regimes similar to those of Hong Kong or UK companies.
All companies seeking to benefit from this status are granted licenses on a case by case basis by the regulatory authorities in Mauritius. This procedure demands the submission of a detailed business plan and disclosure of beneficial ownership. Normally it takes about 3-4 weeks to set up a Mauritius GBC 1 Company.
From January 1, 2015, the Mauritian Financial Services Commission (FSC) will require
Category 1 Global Business Companies (GBC1s) to have a local presence that could be reasonably expected from a corporation 'managed and controlled' in Mauritius.
A GBC 1 is a resident company for taxation purposes. As such, a GBC 1 generally benefits from Mauritius' extensive double tax treaty network as well as its lower domestic corporate and withholding tax rates.
Under current law, Mauritius recognizes a GBC1 entity if it satisfies limited substance requirements, such as having at least two directors resident in Mauritius, maintaining a principal bank account in
Mauritius, and preparing audited financial statements in Mauritius.
Under the new rules, corporations will have to meet at least one additional requirement, from a list published by the FSC, One of the options which will satisfy the new requirements will be the inclusion in bylaws of a clause regarding arbitration.
By including in the corporate constitution or bylaws a provision specifically requiring dispute resolution through arbitration in Mauritius;
The above option is the one Titan Corporate Services has chosen to adopt for all GBC1 companies required by our clients as it represents the least cost and effort to our clients. All our GBC1 companies are now already compliant.
At a Glance | |
Type of entity | GBC 1 |
Type of law | Hybrid |
Shelf company availability | No |
Our time to establish a new company | 4 weeks |
Minimum government fees (excluding taxation) | US$1,750 to FSC US$325 to ROC |
Corporate Taxation Varies | from 0% to 3% (maximum) |
Double taxation treaty access | Yes |
Share Capital or Equivalent | |
Standard currency | US$ |
Permitted currencies | Any except Rs |
Minimum paid up | US$1 |
Usual authorised | US$1,000,000 |
Directors or Managers | 2 |
Minimum number | |
Local required | 2 required |
Publicly accessible records | No |
Location of meetings | Anywhere, but must include at least 2 directors from Mauritius |
Members | |
Minimum number | One |
Publicly accessible records | No |
Location of meetings Mauritius | By proxy |
Company Secretary | |
Required | Yes |
Local or qualified | Local and qualified |
Accounts | |
Requirement to prepare | Yes |
Audit requirements | Yes |
Requirement to file accounts | Yes |
Publicly accessible accounts | No |
Other | |
Requirement to file annual return | No |
Change in domicile permitted | Yes |
Principal Corporate Legislation
The Companies Act 2001.
Financial Services Act 2007.
A Company holding Category 1 Global Business License is resident for tax purposes and can access Mauritius' network of double tax treaties, provided that it is correctly structured and that the seat of management and control is in Mauritius.
Procedure to Incorporate
Once name approval has been obtained, three copies of the Constitution are submitted, together with a notice of the First Directors, Secretary and location of the Registered Office, and consent forms signed by the Officers.
Restrictions on Trading
A licence is required to undertake banking or insurance business or solicit funds from the public.
Powers of Company
A company incorporated in the Republic of Mauritius has the same powers as a natural person.
Language of Legislation and Corporate Documents
The legislation is in English and French whilst documentation may be expressed in any language but must be accompanied by a certified English translation.
Registered Office Required
Yes, must be maintained in Mauritius at the address of a licensed management company or law firm.
Shelf Companies Available
No.
Time to Incorporate
Three to four weeks.
Name Restrictions
Any name that is identical or similar to an existing company or any name that suggests the patronage of the President or the Government of Mauritius.
Language of Name
English or French.
Names Requiring Consent or a Licence
The following names or their derivatives: assurance, bank, building society, Chamber of Commerce, chartered, co-operative, government, imperial, insurance, municipal, royal, state or trust or any name which in the opinion of the Registrar suggests the patronage of the President or the Government of Mauritius.
Suffixes to Denote Limited Liability
Limited, Corporation, Incorporated, Public Limited Company, Société Anonyme, Société Anonyme à Responsabilité Limitée, Sociedad Anónima, Berhad, Proprietary, Naamloze Vennootschap, Besloten Vennootschap, Aktiengesellschaft or the relevant abbreviations.
Disclosure of Beneficial Ownership to Authorities
Yes, but not public.
Usual Capital
The usual authorised share capital is US$ 1 million with all of the shares having a par value. The minimum issued share capital is one share of par value.
Classes of Shares Permitted
Registered shares, preference shares, redeemable shares and shares with or without voting rights.
Taxation
Companies pay a fixed annual licence fee of US$ 1,750 and a one-off licence application fee of US$ 500 to the Financial Services Commission. On incorporation a once-off fee of US$ 325 is payable to the Registrar of Companies for private companies. Thereafter a further US$ 325 is payable annually for private companies. Companies are resident in Mauritius for tax purposes. There is no capital gains taxation in Mauritius and there are no withholding taxes on the payment of dividends, interest or royalties from Companies. There are no stamp duties or capital taxes. Companies holding Category 1 Global Business License are liable to taxes at a rate of 15%.
Tax Situation
Provided that the Company holding a Category 1 Global Business License owns at least 5% of an underlying company, credit will be available on foreign tax paid on the income out of which the dividend was paid ("underlying foreign tax credit").
When a company not resident in Mauritius, which pays a dividend, has itself received a dividend from another company not resident in Mauritius (a "secondary dividend") of which it owns either directly or indirectly at least 5% of the share capital, such dividend will be allowable as a foreign tax credit and an underlying foreign tax credit will also be available. Mauritius has no thin capitalisation rules.
Interest and royalty payments paid by Companies holding a Category 1 Global Business License are fully tax deductible in Mauritius.
Tax sparing credits are available - Under this regime the effective rate of taxation in Mauritius can be reduced as a long stop provision exists whereby Companies holding Category 1 Global Business License may elect not to provide written evidence to the Commissioner showing the amount of foreign tax charged and enjoy deemed taxation at 80% of the normal rate of 15%, i.e. 12%. Thus, use of this long stop provision in isolation would reduce the effective rate of taxation in Mauritius from 15% to 3%.
Double Taxation Agreements
Mauritius has an extensive double tax treaty network which includes treaties with the following countries: Belgium, Botswana, China, Croatia, Cyprus, France, Germany, India, Italy, Kuwait, Luxembourg, Madagascar, Malaysia, Mozambique, Namibia, Nepal, Oman, Pakistan, Rwanda, Singapore, South Africa, Sri Lanka, Swaziland, Sweden, Thailand, Uganda, UK and Zimbabwe.
Licence Fees
US$ 1,750 to the FSC. The Registrar of Companies Charge approximately:
? US$ 325 Private Limited Company
? US$450 Public Limited Company
Financial Statement Requirements
Audited financial statements must be filed with the Financial Services Commission.
Directors
Companies holding Category 1 Global Business Licenses require a minimum of two Directors who must be natural persons resident in Mauritius.
Company Secretary
A qualified resident company secretary must be appointed.
Shareholders
One.
Prior to engagement we will require full due diligence documentation on the appropriate individuals or entities involved. Details will be provided separately.
Payment Terms
In order for us to proceed we will require payment in advance before commencement of our services.
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