Regulatory framework

Category 2 Global Business Companies (GBC2) which are similar to the BVI type International Business Companies, are governed by the provisions of the Companies Act 2001. GBC2 companies are cost-effective, flexible and wholly tax-exempt vehicles for structuring of client’s investments. Information relating to a GBC2 are confidential and not available for public inspection.

Key features of a GBC2

  • may issue shares with or without a par value (sec.345) or fractional shares
  • all information on GBC2 are confidential and not available for public inspection
  • may have shareholders or directors who are corporate bodies or natural persons
  • may be limited by guarantee or limited by shares or unlimited
  • may be managed by its members or by a Board comprising one or more directors
  • may be set up with partnership-type characteristics e.g. limited life provisions
  • may but does not need to have a constitution or bye-laws
  • it does not require file annual returns or audited accounts
  • does not need to have local director, shareholder or secretary
  • the minimum number of shareholder and director required is one.

The GBC2 Company shall be a private company and shall at all times have a registered agent, and a registered office in Mauritius. Trustlink is licensed as a management company for the purposes of providing these services.

An GBC2 Company is prohibited from:-

dealing with Mauritian residents or in the Mauritian Rupee;

owning any interest in immovable property situated in Mauritius;

having as beneficial owner any person resident in Mauritius; or

holding shares or debentures or any interests in a domestic company.

Fiscal regime

A GBC2 Company is non resident for tax puposes and is therefore not subject to any tax in Mauritius on its income, or dividends or interest paid to a non-resident or on any royalties, rents or compensation paid by the company. Moreover any gains or profits derived from the sale of shares, debt obligations or other securities of the Company is also exempt from tax.

A GBC2 company is exempted from the payment of any duty, levy(sec 42(4) FSDA 2001.

A GBC2 is not allowed to access the benefits available under the double taxation avoidance treaties.

Continuation/migration/merger

  • a GBC2 company may transfer its incorporation to another jurisdiction ( S.302)
  • a foreign company may continue as a GBC2 company in Mauritius ( S. 296)
  •  a GBC2 company may merge or consolidate with another/other companies incorporated in another jurisdictions {S 345 XIV Sch. (4) }

Incorporation, cost and time-frame

A GBC2 company may be established fairly quickly – within three days. The procedure is to send us the duly signed Application Form with the required remittances and supporting documents (bank reference, passport copy and proof of domicile of beneficial owner/s, CV, business plan , the consent of the directors and shareholders).