Under Mauritius's Companies Act 2001, effective from 1 January 2002, international companies now are classified as Category 2 Global Business Licence (GBL2) companies, subject to two types of annual fees (instead of the single annual licence fee of US $100), payable to the Mauritius Offshore Business Activities Authority (MOBAA) as follows:
- a registration fee of US $65, payable on incorporation to the registrar of companies and, subsequently, on or before 20 January of each year; and
- a licence fee of US $135, payable on incorporation to the Financial Services Commission (FSC) and, subsequently, at least 15 days before the anniversary date.
In addition to those changes, taxpayers now must satisfy additional compliance, filing, and due diligence requirements of the FSC and must submit a legal certificate from a licensed legal practitioner with every application for company registration.
As of 2002, the application for the incorporation of a GBL2 company has to be made in a new, comprehensive statutory form to be submitted to the FSC with a legal certificate certifying due diligence. The name and details of the beneficial owner are not filed with the FSC and must be kept in confidence. They are never available to the public.
A GBL2 company remains a flexible vehicle similar to the British Virgin Islands' International Business Company. It provides greater confidentiality and is exempt from taxation. The Companies Act 2001 requires a GBL2 company to have, at all times, a registered office and a resident agent approved by the registrar of companies.
Other main characteristics of the GBL2 company are:
- the disclosure of members (not beneficial owners), directors, and officers is made only to the registrar of companies and is not available for public inspection;
- incorporation without a merger and acquisition is permitted;
- there is no audit requirement;
- there is no minimum capital requirement;
- shares can be issued in any one or more currencies;
- it is permissible to incorporate with a single shareholder and director;
- it is permissible to incorporate with a corporate director; and
- continuation from another jurisdiction or from a Mauritius offshore company, or vice versa, is allowed.
Tax Notes Int'l, Mar. 4, 2002, p. 949
(article by KC LI, Managing Director, MITCO )
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