He also worked as accountant for nearly 3 years before joining. The new code of corporate governance for mauritius 2016. Amalgamation and migration under mauritius law corporate. Va global business mauritius global business, offshore. Subpart a registration and continuation of companies incorporated outside mauritius as companies under this act 296. Transfer of a companys registration from abroad to mauritius. Enacted by the parliament of mauritius, as follows part i preliminary 1.
As such, under section 1431 of the companies act 2001, the directors are required to act in good faith and in the best interests of the company. Mauritius gbc 1 companies are resident in mauritius and consequently subject to tax. Notice for the court convened meeting of the equity. Until 2001, companies in mauritius were formed under the companies act 1984, which was modelled on the english companies act 1948.
Companies are incorporated by swearing a deed of incorporation in front of a notary. Companies may be limited by shares or by guarantee, or they may be unlimited. Companies act 2001 international labour organization. Companies act 2001 corporate and business registration. The principal activity of the company is that of an investment holdings in companies engaged in projects involved in the use of nonconventional resources such as wind energy and wave energy.
Companies holding a category 2 global business licence gbl2. In line with international best practice, the law provides modern vehicle for domestic and international investors to invest in and from mauritius. Companies incorporated outside mauritius authorised to register. Section 84 of the mauritius companies act, 2001 gives the statutory right to. The company s principal activity is business of making investments. An act to set up a competition commission, to make better provisions for the regulation of competition and for matters incidental thereto and connected therewith enacted by the parliament of mauritius, as follows part i preliminary 1. Our enabling laws financial services commission mauritius. Companies act 2001 name of company a name is an essential requirement for a company. The companies act 2001 was part of a larger revision of the financial regulatory. Liability the liability of the shareholders for the company is limited to the amount of their respective shareholdings. The bank of mauritius act 2004 act 342004 12th october 2004 proclaimed by proclamation no. The republic of mauritius is a westminster style democracy. Set up a company and open a bank account in mauritius. Under the companies act 1984 the 1984 act, a company was required to have a constitution in the form of a memorandum and articles of association.
Upon successful transfer of registration the foreign company is treated as if it had been incorporated under the companies act. Financial intelligence and anti money laundering act 2002 fiamla financial services act 2007. Mauritius gbc 1 company tax resident treaty access. Companies act 2001 samoa companies act 2001 arrangement of provisions part 1 preliminary 1. Interpretation in this act asymmetric cryptosystem means a system capable of generating a secure key pair. In soniawear ltd v central electricity board 20 scj 422, the supreme court considered the effect of amalgamation on a surviving company.
Amalgamation and migration under mauritius law appleby. Registration and continuation of company incorporated outside mauritius. Securities central depository, clearing and settlement act 1996. The registrar of companies is responsible for the approval and reservation of names.
Mauritius statute law on companies is contained in the companies act 2001 the companies act, which was modelled after its counterpart from new zealand. In 2018, pursuant to the national payment systems act 2018, the bank was also vested with the power to oversee and supervise the national payment systems and payment systems. Mauritius companies act 2001 mauritius company law. Companies act, interna tional accounting standards, listing rules for companies listed on sem and the set up of a national committee on corporate governance nccg report of cg for mauritius, 2004. Established since 2006, va global business is a trusted and reliable management company in mauritius, with the aim of providing company registration, administration and management services for offshore companies in mauritius such as global business corporation, authorised company, redomiciliation of companies to mauritius, global funds, protected cell companies and trusts. A gbc 2 is defined as a resident corporation conducting business outside mauritius and can engage in activities other than the following. It was held that the amalgamation was a union of two or more companies and a continuation of the amalgamating companies as a single entity. Legal regime applicable to protected cell companies subject to this act a the moba act 1992. The company was incorporated in mauritius under the mauritius companies act 2001 on 17 march 2006 as a private company with liability limited by shares. Companies incorporated outside mauritius that cannot be registered. Some of the legislation in force in mauritius for the banking and financial services industry are listed below. The companies act 2001 stipulates that all companies, except for small private companies which do not qualify as public interest entities pies, must prepare financial statements in accordance with international.
Competition act 2007 mauritius chamber of commerce and. Companies act 2001 as amended companies act part xxv. Correctly structured and managed mauritius gbc 1 companies may access mauritius network of 37. The insurance act 2005 no xiv of 2005 arrangement of clauses clause part i preliminary 1. Corporate and business registration department home. The corporate and business registration department is a. Companies act 2001, the code of corporate governance, bank of mauritius. To simplify the registration process and the operation of companies, this requirement has now been dispensed with under the companies act 2001 the act. This committee was set up in september 2001 by the honourable sushil khushiram, minister of economic development, financial services and corporate affairs, with the.
Regulations governing incorporation are contained in the companies act of 2001, which provides for the setting up of. You will find below the key extracts from the maurituis companies act along with the full act. Registration and continuation of company incorporated outside mauritius 297. Public notice part 2 incorporating new companies division 1 incorporation 6. Any company, whether local or foreign, cannot be registered under a name unless it has been approved by the registrar. The practice of prohibiting such companies from having a person resident in mauritius as. As at the date of this admission document, the company has one holder of ordinary shares and no shares. Ekaterina is a company incorporated under the provisions of the mauritius companies act on 21 december, 2011. Legal framework the companies act 2001, financial services act 2007 and the finance miscellaneous provisions act 2012. Companies incorporated outside mauritius authorised to register 298.
The cuisine in mauritius is a blend of creole, chinese, european and indian influences. Mauritius global business information update gbi 06. Subject to this act, the companies act 2001 and the banking act 2004 shall not apply to the bank. No windingup is involved and no new legal entity is created. The companies act 2001 was a major revision of the legislation since 1984. Only a management company shall act as the registered agent of a company holding a gbc 2 licence. The company migrated from cayman islands to mauritius and was granted certificate of registration by continuation under section 299 of the companies act 2001 of mauritius with effect from 19th april 2012. The incorporation and management of offshore companies and international companies, which were previously constituted under the separate international business companies act 1994, have been brought under the companies act 2001, and the two types of company are now known as global business company 1 gbc1 and global business company 2 gbc2.
Interpretation in this act affiliate, in relation to a financial institution, means a subsidiary of the financial institution or a company of which the financial institution is a subsidiary or a company. The blend of knowledge, skills, objectivity, experience and commitment that the. The report on corporate governance for mauritius is the result of twelve months of hard work by the committee on corporate governance. It administers the companies act 2001, the business registration act 2002, the insolvency act 2009,the limited partnerships act 2011 and the foundations act 2012. Stock exchange commission has been merged into the fsc. However, they benefit from both tax credits and a longstop tax rate of 3%. Given the fact that mauritius has a rather low shareholder activism framework. Mauritius companies act, 2001 between ekaterina and sgl hereinafter referred to. Global business financial services commission mauritius. The gbl1 company is tax resident in mauritius and is generally set up to avail of the benefits of the various double taxation treaties signed by mauritius whereas the gbl2 company is a tax exempt entity in mauritius and is typically used where no tax treaty benefits are sought. The mauritian companies act, 2001 and the financial reporting act, 2004.
The banking sector in mauritius is governed primarily by the bank of mauritius act 2004, the banking act 2004 and regulations made thereunder. Short title this act may be cited as the protected cell companies act 1999. Hi, is there a way to merge duplicate companies like there is to merge duplicate contacts. The mauritius have a series of company laws which are defined in the maurituis companies act 2001.
Overseas companies may be registered as companies under this act. Incorporation, government fees, first year annual fees, registered agentoffice, nominee directorsshareholders, apostilles, certificate of good standing, dhl delivery. Vr through its wholly owned subsidiary thl holds 100. The accounting, auditing, and financial reporting framework in mauritius is established by the companies act 2001 and the financial reporting act fra 2004 accounting framework. The registered office of the company is situated at 5th. The act provides for a core statement of company law that applies to all companies whether domestic.
Short title this act may be cited as the banking act 2004. The directors must act in accordance with the provisions of the companies act 2001 and other relevant legislations and should always i have regard to their fiduciary duties as directors of a mauritius company without regard to any personal or family interests, ii act in the interests of shareholders, employees and creditors and iii act in. Company form global business license company corporation. The registered office of the company is situated at 5th floor, ebene esplanade, 24 cyber city, ebene, mauritius.
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