Key Takeaways
- An Authorised Company keeps its central management and control outside Mauritius, which shapes how it is treated for tax residency.
- Permitted activities and common use cases make the structure suited to non-resident owners conducting business beyond Mauritius.
- Compliance and filing obligations still apply, so owners should weigh the entity's advantages against its restrictions before forming one.
- Knowing the legal basis and defining characteristics helps non-residents decide whether an Authorised Company fits their plans.
Understanding the Authorised Company (AC) in Mauritius
The Authorised Company (AC) in Mauritius is a corporate vehicle built for business conducted outside the country, where its management sits abroad and the entity is treated as non-resident for tax purposes. It suits foreign entrepreneurs, individual investors, and structuring advisers who want a Mauritius-incorporated company for international trade, asset holding, or project work without triggering local tax residency. This guide explains what the AC is, the law behind it, how it is taxed, what it can and cannot do, and the obligations a foreign owner carries once the company is live. The structure is described on the official Mauritius IFC portal, and it is most relevant to those whose activity and decision-making genuinely sit outside the jurisdiction.
The AC replaced the former Global Business Company Category 2 (GBC2). Following the Finance (Miscellaneous Provisions) Act 2018, the GBC2 licence was abolished from January 2019, and companies that held it were required to apply to the Financial Services Commission (FSC) for authorisation as an Authorised Company.
Legal Basis and Governing Law of the Authorised Company
An AC is incorporated under the Companies Act 2001 and authorised by the FSC under the Financial Services Act 2007. The "Authorised Company" designation was introduced by Act No. 11 of 2018, which formally replaced the GBC2 label.
Client due diligence sits under the Financial Intelligence and Anti-Money Laundering Act, applied by the management company that administers your business. Tax treatment flows from the Income Tax Act 1995, under which a company is non-resident where its central management and control lies outside the country.
The Fourth Schedule to the Financial Services Act 2007 lists activities an AC may not pursue, a point covered in the permitted-activities section below. Mauritius runs a hybrid legal system drawing on both English common law and French civil code principles, which helps explain why both statutory rules and case-law tests apply to questions like management and control.
Mauritius Company Incorporation in Mauritius
Set up your company in Mauritius with Expanship handling registration end to end.
Defining Features and Characteristics of an Authorised Company
An AC is a company with separate legal personality under the Companies Act 2001. Its shareholders are not personally liable for company obligations; exposure is limited to any amount unpaid on their shares.
Ownership must rest mainly with non-citizens of Mauritius. The majority of shares, voting rights, or beneficial interest has to be held or controlled by persons who are not Mauritian citizens.
| Feature | Position |
|---|---|
| Legal personality | Separate legal entity; limited shareholder liability |
| Ownership | Majority must be non-Mauritian citizens |
| Share currency | Any currency except Mauritian Rupees |
| Minimum capital | None |
| Bearer shares | Not permitted |
| Resident directors | Not required; corporate directors allowed |
| Registered agent | FSC-licensed management company (mandatory) |
| Exchange controls | None |
Shares may carry par value or none, and registered, preference, and redeemable classes are allowed. Bearer shares are prohibited.
The company must appoint an FSC-licensed management company as its registered agent. Beneficial ownership is filed with the regulator and the Registrar of Companies but is not open to general public inspection, giving owners a degree of confidentiality.
Central Management and Control Conducted Outside Mauritius
The defining condition of an AC is that its place of effective management sits outside the jurisdiction. This is the feature that makes the company non-resident for tax, and it is a qualifying criterion, not a preference.
A company is treated as managed and controlled in Mauritius where strategic decisions on its core activities are taken there, and either most board meetings are held locally or executive management is regularly exercised from the country. The test traces back to De Beers Consolidated Mines Ltd v Howe (1906), under which a company is centrally managed where its real business is conducted.
If your decision-making, board, and executive function operate abroad, the company qualifies for AC status and is taxed as a non-resident. This contrasts with a Global Business Licence company, which must be managed and controlled from Mauritius and must appoint at least two resident directors.
Keeping management abroad does not remove local administration. Your registered agent administers the company in Mauritius and safekeeps records, including board minutes, resolutions, and transaction records, as the FSC requires.
Mauritius Ongoing Compliance in Mauritius
Keep your Mauritius entity compliant with filings, returns, and statutory obligations.
Permitted Activities and Common Use Cases for an Authorised Company
An AC may carry on most commercial activity directed outside Mauritius, but four areas are closed to it: banking, financial services, investment funds, and nominee services. The Fourth Schedule to the Financial Services Act 2007 sets out the detail.
Specifically, an AC cannot hold or manage a collective investment scheme as a professional functionary. It also may not provide registered office facilities, nominee, directorship, or secretarial services to other corporations, nor act as a fund administrator.
The regulator can also bar any activity it considers damaging to the reputation of Mauritius as an international financial centre. Within those boundaries, the company is flexible.
Common uses include the following:
- Holding shares in overseas companies and structuring international group ownership
- Holding foreign assets, intellectual property, or interests in overseas ventures
- Cross-border trading, invoicing, and service delivery outside Mauritius
- One-off deals, joint ventures, and investment vehicles with no long-term jurisdictional commitment
- A controlled layer within international trust structures
The vehicle tends to suit non-resident founders, individual investors, and those designing holding structures who want a Mauritius company without local tax residency or the substance costs of a GBC. An AC may transact in any currency other than Mauritian Rupees and may hold bank accounts and assets globally.
Taxation and Tax Residency Treatment of an Authorised Company
Because an AC is non-resident, it is taxed in Mauritius on Mauritius-source income only. Foreign profits fall outside the Mauritian tax net entirely.
If the company does derive income from Mauritius, that income is liable at the standard 15% corporate rate. In practice an AC is structured to operate abroad, so for most owners the effective Mauritian tax on worldwide foreign profit is nil.
An AC is not tax resident in Mauritius and cannot obtain a Tax Residence Certificate. It therefore cannot claim benefits under Mauritius's double taxation agreements; if treaty access matters to your structure, a Global Business Licence company is the route to consider.
No capital gains tax applies, and there is no withholding tax on distributions. Even so, the company must file a return of income with the Mauritius Revenue Authority (MRA) within six months of its year-end. Further detail on corporate tax treatment is set out by PwC.
The Qualified Domestic Minimum Top-up Tax, effective from the year of assessment commencing 1 July 2025, applies to Mauritius-resident entities in large multinational groups. As a non-resident, an AC sits outside its scope.
Mauritius Mauritius Incorporation Pricing
See transparent pricing to incorporate and maintain a company in Mauritius.
Key Compliance and Filing Obligations
An AC carries lighter obligations than a GBC, but it is not obligation-free. The main duties fall across the MRA, the FSC, and the Registrar of Companies (ROC), and most are handled through your management company.
| Obligation | Body | Timing |
|---|---|---|
| Return of income | MRA | Within 6 months of year-end |
| Financial summary | MRA | Within 6 months of financial year-end |
| Audited accounts | MRA | Only if turnover exceeds MUR 100 million |
| Annual records update | FSC | Annually |
| FSC annual fee | FSC | By 30 June |
| ROC annual fee | ROC | By 10 January |
Audited financial statements are required only once annual turnover passes MUR 100 million; below that, a financial summary suffices. Late payment of the FSC fee draws a penalty, after which the authorisation lapses and the company can no longer trade.
Beneficial ownership rules have tightened. Records of all steps taken to identify ultimate beneficial owners must be kept, each UBO must provide a written declaration of status and notify the company of any change, and for companies incorporated before 30 June 2025 compliance is required by 30 June 2026.
Structural changes must be reported. Any change to the corporate structure has to be notified to the FSC within 28 days, and a declaration of beneficial owners must be filed with the regulator.
Advantages of the Authorised Company
For a foreign owner operating abroad, the AC offers a clean, low-cost Mauritius platform. Its appeal rests on tax treatment, flexibility, and reduced local overhead.
- Foreign profits fall outside Mauritian corporate tax, with no capital gains tax and no withholding tax
- The company may operate in any currency except Mauritian Rupees, with no exchange controls
- No minimum share capital is required
- No Mauritius-resident directors are needed, unlike a GBC
- Formation and administration run through a licensed management company, so no physical presence is required
- Beneficial ownership is not publicly disclosed
- The structure suits one-off projects, joint ventures, and holding arrangements
Mauritius is positioned as a gateway for investment into and from Africa and ranks well on the World Bank's Ease of Doing Business measures, which adds practical weight for owners building African-facing structures.
Limitations and Restrictions to Consider
The trade-off for non-resident status is the loss of treaty access. An AC cannot obtain a Tax Residence Certificate and cannot use Mauritius's double taxation agreements, which is a real disadvantage if you intend to route investment through treaty partners such as India, South Africa, or Singapore.
The vehicle is also walled off from the domestic economy. An AC may not hold immovable property in Mauritius, cannot conduct business within the local market, and cannot hold a Mauritian Rupee bank account or deal with Mauritian residents, except in relation to its own management company.
Service activity is restricted too. An AC cannot provide registered office, nominee, directorship, or secretarial services to other corporations, and it is barred from banking, financial services, fund activity, and nominee services.
Ownership cannot be Mauritian. Mauritius citizens may not form or majority-own an AC.
Opening a bank account for a non-resident entity can be difficult in practice. Banks apply their own AML and KYC scrutiny and may decline certain business profiles, so account opening should be planned early, not assumed.
At scale, audit cost returns: once turnover exceeds MUR 100 million, audited financial statements become mandatory.
A Brief Overview of Forming an Authorised Company
Formation runs through a licensed management company, which acts as your registered agent and files on your behalf. The process moves between the ROC and the FSC.
- The management company prepares incorporation documents, shareholder information, and a business plan, then submits the incorporation application to the Registrar of Companies in approved form.
- An application for authorisation goes to the FSC through the management company, with supporting documents and fees; the FSC reviews and decides on AC status.
- On FSC approval, the matter returns to the ROC for registration of the company under the Companies Act.
You will need proposed company names (two to three options), a registered office address, a description of intended activities, and full identification for every beneficial owner, shareholder, and director, regardless of nationality or amount invested. Copied documents must be certified by an accepted authority such as a notary, practising lawyer, accountant, regulated bank officer, or consular official, and proof of address and reference letters are typically dated within three months.
On cost, official statutory charges should be confirmed against the FSC's codified fee list at the regulator's site rather than relied on from secondary sources. Beyond government fees, expect management company formation charges and recurring annual administration, compliance, and tax-return costs; treat published market figures as approximate and confirm current rates before committing. The Companies Act and registry procedures are set out by the Registrar of Companies.
Processing typically runs in the order of one to three weeks once documentation is complete, though the actual time depends on the management company and FSC workload.
Conclusion
The Authorised Company gives a foreign owner a Mauritius-incorporated, tax-efficient vehicle for activity conducted outside the country, with limited liability, no local director requirement, and light administration through a registered agent. Its value depends entirely on keeping management and control genuinely abroad, since that is what secures non-resident treatment. The clear cost is the absence of treaty access, so anyone routing investment through Mauritius's tax agreements should weigh a Global Business Licence company instead. For straightforward holding, trading, or project structures that do not rely on treaty relief, the AC remains a practical and economical choice.
How Expanship Can Help Your Business in Mauritius
Expanship sets up and administers Authorised Companies in Mauritius through licensed management capability, handling the FSC authorisation, ROC registration, and the ongoing filings that keep your entity in good standing. The same team supports the wider needs of a foreign-owned company, from formation through to year-round compliance.
- Incorporation of your Authorised Company and FSC authorisation
- Registered agent and registered office services
- Tax registration and annual return filing with the MRA
- Ongoing compliance management, including FSC and ROC deadlines
- Accounting, bookkeeping, and preparation of the financial summary
- Introductions to banking partners for account opening
To discuss your structure and confirm current official fees, contact Expanship Mauritius.
Frequently Asked Questions
No. An AC is treated as non-resident because its central management and control sits outside the country, and it is taxed only on Mauritius-source income. Foreign profits fall outside Mauritian corporate tax.
No. As a non-resident, an AC cannot obtain a Tax Residence Certificate and so cannot claim treaty benefits. If treaty access through partners such as India or South Africa matters to you, a Global Business Licence company is the structure to consider.
No resident director is required, and a corporate director is permitted. This contrasts with a GBC, which must appoint at least two directors resident in Mauritius, and it is one reason the AC carries lower ongoing cost.
An AC cannot carry on banking, financial services, investment fund activity, or nominee services, and it cannot provide registered office, directorship, or secretarial services to other corporations. It is also barred from holding Mauritian property, transacting with local residents, or doing business within the domestic economy.
The return of income and the financial summary are both due to the MRA within six months of the financial year-end. Audited financial statements are required only where annual turnover exceeds MUR 100 million.
Not as a majority owner. The majority of shares, voting rights, or beneficial interest must be held or controlled by persons who are not citizens of Mauritius, so the vehicle is reserved for foreign ownership.
Legal Disclaimer
The information provided in this article is for general informational purposes only and does not constitute legal, tax, or professional advice. While we strive to ensure the accuracy and timeliness of the content, laws and regulations are subject to change, and the application of laws can vary widely based on specific facts and circumstances.
Readers should not act upon this information without seeking professional counsel tailored to their individual situation. Expanship and its authors disclaim any liability for actions taken or not taken based on the content of this article.
For specific advice regarding your business setup, compliance requirements, or any legal matters, please consult with qualified legal and tax professionals in the relevant jurisdiction.
