Mauritius

Legislation

The Companies Act 2001 came into effect on 1 December 2001, superseding most of the provisions of the Companies Act 1984.  Some of the 1984 Act remains in force, notably in respect of winding-up.  A Guide to the new Act can be downloaded from the Companies Division website.

Types of company

The following types of companies may be registered in Mauritius: 

• Company limited by shares;

• Company limited by  guarantee;

• Company limited by shares and guarantee;

• Unlimited company

• Foreign company

• Limited Life Company 

Any of these types of company may be licensed under the Financial Services Development Act 2001 as a Category 1 or 2 global business company.   These categories have replaced offshore companies holding certificates issued under the Mauritius Offshore Business Activities Act 1992 and companies registered under the International Companies Act 1994.

Incorporation

It is no longer a requirement that a company's constitution should be embodied in a notarial deed, or even that a company should have a constitution at all.  (In the case of a company without a constitution, the model constitution in the Second Schedule to the Act would apply.)  However, any copy of a constitution delivered to the Registrar needs to be certified by a law practitioner.  There are prescribed forms for the application and for the formal consents of directors, secretary and shareholders.  The name is normally reserved in advance of the application.

Disclosure

Companies must notify the Registrar of any change in the directors and secretary and must deliver an annual return each calendar year, except for the year of incorporation.

All companies other than those holding a Category 1 global business licence must deliver annual financial statements to the Registrar of Companies. Companies with a Category 1 global business licence are required to deliver financial statements instead to the Financial Services Commission.  Financial Statements should be prepared in accordance with International Accounting Standards, except that small private companies may instead adopt alternatives provided for in the Act.

A company search is available for 50 Rupees (about US$2).  Copies of documents held by the Registrar can be obtained for 20 Rupees per page.  An alphabetical list of companies and their share capital is on the web site, under Annual registration fees payable from 2003 (download - 1,206 KB).