Mauritius is a very business-oriented jurisdiction, and as such, it offers simplified and streamlined procedures for those who want to open and manage their businesses on the island. Company formation is the first step in every business venture as the company is the legal existence of the business. This applies to any business and any entrepreneur, local or not. A foreigner who wants to invest in Mauritius has to first proceed with the incorporation of a company, in the same spirit. Through this article, we take you around the main features of a company and give a brief description of points to consider while registering your company. Mind you, this article is meant to be user friendly and not a highly sophisticated piece of scientific or technical research paper !
Types of companies
There are different types of companies, but we will focus on the most essential, common and simple one: Domestic Company. The other types (just for the sake of mentioning some) are Limited Life Companies, Global Business Companies, Companies Limited by Guarantee, etc. There’s no use complicating your life at this stage. Let’s rather focus on the type of company you would require to open a classic business whether you deal in products or services, import / export, retail / wholesale, etc. The Domestic company covers almost all areas of business.
Basic requirements at start
Companies are governed under the Companies Act 2001. All provisions of this Act have to be followed at all times.
Every Domestic company needs to have the following (as per the Companies Act 2001):
A foreigner who wants to open a business in Mauritius needs to first go around incorporating (the technical word for registration) a domestic company. He can only apply for residency permit once the company is registered. Therefore at the time of registration, he needs to have an additional director to act as the resident. Once the foreigner receives his residency, he qualifies as ‘ordinarily resident’ and therefore can be the sole director.
There’s normally no restriction on shareholding except where the proposed business is under additional regulations (eg: Tourism Enterprise). This is a different story and not the subject of our present article.
Every company incorporated in Mauritius has the obligation to:
File its accounts / financial summary for every financial year
The first financial year can be a maximum of 18 months after date of incorporation
File its tax return, a maximum of 6 months after financial year
Hold an Annual meeting of shareholders to approve the accounts and file the Annual return accordingly
How to register your company in Mauritius
Now that you have understood the basic points above, let’s move towards the procedure to register your company. There are two ways to undertake this:
Call at the Registrar of Companies (Port Louis), fill in forms / request and come back to check the status & come back again if there are errors / mistakes, come back again to have the approval and pay fees… and come again to collect the certificates (sorry, I tried to be as simple and brief here, couldn’t do better)
Register yourself on the online system (Cbris) and proceed with online application / correction and payment. Then undertake one visit to collect your certificates
Contact a professional who is registered on the system. You don’t move at all… well, our clients do not.
The steps are as follows:
Apply for name check. Send a list of three names as suggestion. You might have several runs like this until you get a correct name.
Pay Rs100 to reserve the name for a period of 2 months. In meantime you can prepare your documents for the actual registration
Documents you should produce for incorporation
1. Copies of passports for all foreign directors & shareholders
2. Copies of ID for locals
3. Proof of address of local directors
4. Certificate of Reservation of name, see point (b) above
Fill in the required forms, have the signatures of all directors and shareholders on the respective forms (if doing online, you need to print, sign, scan and upload on the interface). Send to the Registrar of Companies. Make sure that you tick appropriate boxes to receive signed Certificate of Incorporation (this is now optional) & other documents. It is always good to have official paper documents for other procedures you might undertake (bank account opening, licenses, etc.)
You will be notified to pay if the processing is successful or called to modify / correct the documents where there are mistakes.
On final clearance, you will be called to pay incorporation fees. The next day you have your company incorporated and ready to kick-off your business.
I’ve tried to be as concise and precise as possible – not filling up your brains with complicated and jargon-type of information.
If you require more information, do not hesitate to contact us.