Companies

TYPES/CATEGORIES OF COMPANIES 

The Companies Act 2001 provides for several types and categories of companies:

• Domestic Company

• Company holding a Category I Global Business Licence

• Company holding a Category 2 Global Business Licence

  These companies may be:

• Limited by shares

Company limited by shares means a company formed on the principle of having the liability of its shareholders limited by its constitution to any amount unpaid on the shares respectively held by the shareholder

• Limited by guarantee

company limited by guarantee means a company formed on the principle of having the liability of its members limited by its constitution to such amount as the members may respectively undertake to contribute to the assets of the company in the event of its being wound up

•  Limited by both shares and guarantee 

Company limited by shares and by guarantee means a company formed on the whose constitution limits its life to a period not exceeding 50 years from the date of its incorporation. However, this period may be extended to a maximum of 150 years. Its constitution contains the specific matters as laid down in the law

 

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 Dormant Company

A dormant company is one which has no significant accounting transaction during a certain period of time. A significant accounting transaction excludes the payment of bank charges, licence fees and any compliance costs.  A company may declare itself to be dormant by passing a special resolution which it shall file with the Registrar 14 days of the date of resolution.

A company recorded as a dormant company is exempt from:

• having its accounts audited

• payment of certain fees 

  The obligation to file accounts and returns is maintained

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Foreign Company 

A foreign company, must within one month of establishing a place of business in Mauritius, register a branch of the foreign company in Mauritius. 

The documents required prior to registration are:

• a certificate of notice of reservation of name

• an authenticated copy of its Certificate of Incorporation  or document of similar effect

• an authenticated copy of its constitution or memo and articles 

• a list of directors containing full names, residential address, occupation

• a memorandum of appointment or power of attorney executed by the foreign company

• appointing two local authorised agents to the branch, who shall signify their consent in writing 

• a notice of its registered office in Mauritius

Any change in the constitution, directors, authorised agents or their addresses, registered office and name shall be notified to the Registrar within one month of the change.

A foreign company must within three months of its annual meeting of shareholders, file with the Registrar, a copy of its last accounts as well as a copy of the last financial statements of the local branch within six months of the end of the accounting period. 

Where the branch of the foreign company ceases to have a place of business in Mauritius it must within 7 days of the date of cessation, file with the Registrar a notice to that effect.

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