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Mauritius Company Registration

Company Law in Mauritius

Company law in Mauritius governs the formation, operation, and dissolution of companies in the country. The primary legislation regulating companies in Mauritius is the Companies Act 2001. Under Mauritius company law, various types of business entities can be formed, including companies, partnerships, and branches of foreign companies. Here's an overview of the provisions of company law in Mauritius, the types of business entities, the procedure for incorporation of a company, the applicable forms, required documents, registration fees, and taxation under Mauritius tax laws:

Provisions of Mauritius Company Law:

The Companies Act 2001 provides the legal framework for the incorporation, operation, and regulation of companies in Mauritius. It covers various aspects of company formation, governance, and dissolution.

Types of Business Entities in Mauritius:

  1. Company Limited by Shares (Ltd):
    • This is the most common form of business entity in Mauritius.
    • Shareholders' liability is limited to the amount unpaid on their shares.
  2. Company Limited by Guarantee (GBC):
    • Typically used for non-profit organizations.
    • Members' liability is limited to the amount they agree to contribute in the event of winding up.
  3. Unlimited Company (ULC):
    • There is no limit on members' liability.
    • Less commonly used due to the unlimited liability of members.
  4. Branch of a Foreign Company:
    • A foreign company can establish a branch in Mauritius to conduct business locally.
  5. Limited Liability Partnership (LLP):
    • Partnerships with limited liability for each partner.
    • Commonly used in professional services sectors.

Procedure for Incorporation of a Company:

1. Name Reservation:

  • The first step is to reserve a company name with the Registrar of Companies.

2. Drafting Documents:

  • Prepare the necessary documents, including the Memorandum and Articles of Association.

3. Memorandum and Articles of Association:

  • These documents define the company's structure, objectives, and rules of operation.

4. Registered Office:

  • A registered office in Mauritius is required.

5. Appointment of Directors:

  • Appoint at least one director (natural person) and a company secretary.

6. Share Capital:

  • Determine the authorized and issued share capital of the company.

7. Filing with Registrar:

  • File the incorporation documents with the Registrar of Companies.

8. Certificate of Incorporation:

  • Upon approval, the Registrar will issue a Certificate of Incorporation.

Forms Applicable for Registration:

  • Various forms are used for different aspects of company registration, including the application for name reservation, memorandum and articles of association, and application for incorporation.

Required Documents:

  • The key documents required for company incorporation in Mauritius include:
    • Application for name reservation.
    • Memorandum and Articles of Association.
    • Statutory Declaration of Compliance.
    • Registered office agreement.
    • Particulars of directors and secretary.
    • Consent and Certificate of Identity of the director and secretary.

Registration Fees:

  • Registration fees vary based on the authorized share capital and type of company.

Taxation under Mauritius Tax Laws:

Mauritius has a well-established tax regime that is favorable for businesses, making it an attractive destination for international investment. Key aspects of taxation in Mauritius include:

  • Corporate Income Tax: As of my last knowledge update, Mauritius had a standard corporate income tax rate of 15% on chargeable income.
  • Global Business License (GBL): GBL companies benefit from a favorable tax regime, including access to double taxation treaties. They may be exempt from capital gains tax, withholding tax, and other taxes.
  • Value Added Tax (VAT): VAT is applicable to certain goods and services in Mauritius.

The tax laws and regulations can change over time. Therefore, you may consult with our professional for the most up-to-date information on taxation and compliance requirements.

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