Re-domiciliation of companies: Why Mauritius is the smart
choice for company structuration and re-domiciliation?

In today’s rapidly evolving global business environment, many companies face increasing pressure to optimize their tax positions, mitigate operational risks, and ensure compliance with increasingly regulations. Recent developments such as the UK’s amendment of non-domicile status, France’s tax reforms for individuals, and the introduction of VAT and corporate income tax in the Middle East, have compelled many businesses to reconsider their corporate structures and explore more favorable jurisdictions for sustainable growth.

In this context, Mauritius has emerged as a top destination for company structuration and even re-domiciliation. The jurisdiction offers a seamless transition process that ensures business continuity without the need for full re-incorporation of the company. With access to over 40 Double Taxation Avoidance Agreements (DTAAs), a strategic location between Africa and Asia, and a robust and fast-growing financial services sector, Mauritius has positioned itself as an attractive hub for global investors.

What is Company re-domiciliation?

Re-domiciliation is the process through which a company moves its place of incorporation from one jurisdiction to another without undergoing liquidation or loss of legal identity.

Under Section 296 of the Mauritius Companies Act 2001 (“the Act”), a company incorporated under the laws of any country other than Mauritius, may, if authorised by the laws of that country, apply to the Registrar to be registered and continues as a company in Mauritius, as if it had been incorporated in Mauritius under the Act.

Why choose Mauritius for re-domiciliation?

  • Re-domiciliation process: Mauritius provides a well-regulated and streamlined process that allow businesses to maintain operational continuity without undergoing full reincorporation.
  • Favorable Tax environment: Mauritius provides a competitive tax framework with a corporate income tax rate of 15%, reduced to 3% for global trading activities. Additionally, there is an 80% exemption on foreign dividends.

          –  No foreign exchange controls

          –  No Capital Gains Tax, estate duty, inheritance or wealth tax

          –  No withholding taxes on dividends, interest and royalties paid abroad

          –  Free repatriation of profits, dividends and capital

  • Strategic Location: Situated at the crossroads of Africa and Asia, Mauritius offers access to key international markets, serving as a gateway for global expansion. It enjoys preferential access to nearly 70% of the world’s population through a network of Free Trade Agreements.
  • Political and Economic Stability: Known for its political stability and sound economic policies, Mauritius is recognized by the OECD as a ‘white-listed’ jurisdiction, providing a secure environment for businesses.
  • Network of Tax & Investment Treaties: Mauritius has signed over 45 Double Taxation Avoidance Agreements (DTAAs) and 29 Investment Promotion and Protection Agreements (IPPAs) with countries worldwide, making it an ideal location for cross-border trade and investment. This network ensures a favorable, secure, and predictable business environment for investors.

Business Structures Available in Mauritius

Mauritius allows for the setting up and re-domiciliation of various corporate structures such as companies (Global Business Companies, Authorised Companies), Foundations, Trusts, Funds.

  1. Global Business Companies (GBC): Ideal for businesses involved in international trading, investment, and holding activities. GBCs benefit from partial exemption regime of 80% on certain streams of income subject to meeting the prescribed conditions. Also, GBCs are eligible for tax treaties that Mauritius has signed with numerous countries.
  2. Authorised Companies (AC): These flexible and cost-effective structures. AC is considered non-resident for tax purposes Mauritius, provided the control and management is outside of Mauritius.
  3. Trusts and Foundations: Mauritius offers a range of trust structures for asset protection, wealth management, and estate planning. These structures provide businesses with enhanced flexibility and security. A Trust is deemed non-resident if its central management and control takes place outside of Mauritius and will be subject to source-based taxation only, that is, on income derived from Mauritius.
  4. Investment Funds: With its robust financial infrastructure, Mauritius has become a key jurisdiction for setting up investment funds, including private equity, hedge funds, and venture capital funds. The country’s favorable tax regime makes it an ideal hub for global fund managers looking to optimize their investment strategies and expand their portfolios.

Eligibility to re-domicile to Mauritius

Mauritius offers a streamlined and efficient process for companies seeking re-domiciliation. However, it is essential to comply with both the outgoing and incoming jurisdiction’s regulations.

Under Section 297 of the Act, a company incorporated outside Mauritius shall not be registered as a company in Mauritius, unless:

 

  1. The company is authorised to transfer its incorporation under the law of the country in which it is incorporated;
  2. The company has complied with the requirements of that law in relation to transfer of its incorporation; and
  3. Where that law does not require its shareholders, or a specified proportion of them, to consent to the transfer of its incorporation – The transfer has been consented to by not less than 75% of its shareholders entitled to vote and voting in person or by proxy at a meeting; and A notice specifying the intention to transfer the company’s incorporation was given to the shareholders at least 21 days prior to the meeting.

Under Mauritius law, the following conditions must be met for a company to re-domicile:

  • The company should not be in the process of liquidation or winding up.
  • The company should not have a receiver or manager appointed, either by a court or otherwise, in relation to the company’s property.
  • There should be no scheme or order in place that suspends or restricts creditors’ rights concerning the company.

The Process

Step 1: Outgoing Jurisdiction

The company initiates the re-domiciliation process in its original/current jurisdiction. This includes obtaining all necessary approvals and documentation.

Step 2: Mauritius Jurisdiction

Once the company has met the legal requirements in the outgoing jurisdiction, it can proceed to Mauritius. The company must submit an application for re-domiciliation to the Registrar of Companies in Mauritius. Upon approval, a provisional Certificate of Registration by Continuation will be issued, which will be effective from the date the company is de-registered in the outgoing jurisdiction.

Mauritius – A well-regulated hub for Global Business

Re-domiciling to the Mauritius International Financial Centre (IFC) presents an attractive opportunity for companies to:

  1. Leverage a favorable tax environment, a prime strategic location and a robust legal framework
  2. Retain their existing legal structure while smoothly transferring operations from another jurisdiction

How JurisTax can help

At JurisTax, our team has extensive experience in facilitating corporate re-domiciliation. With our dedicated office in Mauritius, we offer comprehensive services to ensure a seamless transition to the Mauritius IFC, helping businesses thrive in this dynamic and business-friendly environment.

Ready to explore the benefits of re-domiciling your business to Mauritius? Get in touch with JurisTax for expert guidance.

Re-domiciliation of companies: Why Mauritius is the smart
choice for company structuration and re-domiciliation?

In today’s rapidly evolving global business environment, many companies face increasing pressure to optimize their tax positions, mitigate operational risks, and ensure compliance with increasingly regulations. Recent developments such as the UK’s amendment of non-domicile status, France’s tax reforms for individuals, and the introduction of VAT and corporate income tax in the Middle East, have compelled many businesses to reconsider their corporate structures and explore more favorable jurisdictions for sustainable growth.

In this context, Mauritius has emerged as a top destination for company structuration and even re-domiciliation. The jurisdiction offers a seamless transition process that ensures business continuity without the need for full re-incorporation of the company. With access to over 40 Double Taxation Avoidance Agreements (DTAAs), a strategic location between Africa and Asia, and a robust and fast-growing financial services sector, Mauritius has positioned itself as an attractive hub for global investors.

What is Company re-domiciliation?

Re-domiciliation is the process through which a company moves its place of incorporation from one jurisdiction to another without undergoing liquidation or loss of legal identity.

Under Section 296 of the Mauritius Companies Act 2001 (“the Act”), a company incorporated under the laws of any country other than Mauritius, may, if authorised by the laws of that country, apply to the Registrar to be registered and continues as a company in Mauritius, as if it had been incorporated in Mauritius under the Act.

Why choose Mauritius for re-domiciliation?

  • Re-domiciliation process: Mauritius provides a well-regulated and streamlined process that allow businesses to maintain operational continuity without undergoing full reincorporation.
  • Favorable Tax environment: Mauritius provides a competitive tax framework with a corporate income tax rate of 15%, reduced to 3% for global trading activities. Additionally, there is an 80% exemption on foreign dividends.

          –  No foreign exchange controls

          –  No Capital Gains Tax, estate duty, inheritance or wealth tax

          –  No withholding taxes on dividends, interest and royalties paid abroad

          –  Free repatriation of profits, dividends and capital

  • Strategic Location: Situated at the crossroads of Africa and Asia, Mauritius offers access to key international markets, serving as a gateway for global expansion. It enjoys preferential access to nearly 70% of the world’s population through a network of Free Trade Agreements.
  • Political and Economic Stability: Known for its political stability and sound economic policies, Mauritius is recognized by the OECD as a ‘white-listed’ jurisdiction, providing a secure environment for businesses.
  • Network of Tax & Investment Treaties: Mauritius has signed over 45 Double Taxation Avoidance Agreements (DTAAs) and 29 Investment Promotion and Protection Agreements (IPPAs) with countries worldwide, making it an ideal location for cross-border trade and investment. This network ensures a favorable, secure, and predictable business environment for investors.

Business Structures Available in Mauritius

Mauritius allows for the setting up and re-domiciliation of various corporate structures such as companies (Global Business Companies, Authorised Companies), Foundations, Trusts, Funds.

  1. Global Business Companies (GBC): Ideal for businesses involved in international trading, investment, and holding activities. GBCs benefit from partial exemption regime of 80% on certain streams of income subject to meeting the prescribed conditions. Also, GBCs are eligible for tax treaties that Mauritius has signed with numerous countries.
  2. Authorised Companies (AC): These flexible and cost-effective structures. AC is considered non-resident for tax purposes Mauritius, provided the control and management is outside of Mauritius.
  3. Trusts and Foundations: Mauritius offers a range of trust structures for asset protection, wealth management, and estate planning. These structures provide businesses with enhanced flexibility and security. A Trust is deemed non-resident if its central management and control takes place outside of Mauritius and will be subject to source-based taxation only, that is, on income derived from Mauritius.
  4. Investment Funds: With its robust financial infrastructure, Mauritius has become a key jurisdiction for setting up investment funds, including private equity, hedge funds, and venture capital funds. The country’s favorable tax regime makes it an ideal hub for global fund managers looking to optimize their investment strategies and expand their portfolios.

Eligibility to re-domicile to Mauritius

Mauritius offers a streamlined and efficient process for companies seeking re-domiciliation. However, it is essential to comply with both the outgoing and incoming jurisdiction’s regulations.

Under Section 297 of the Act, a company incorporated outside Mauritius shall not be registered as a company in Mauritius, unless:

  1. The company is authorised to transfer its incorporation under the law of the country in which it is incorporated;
  2. The company has complied with the requirements of that law in relation to transfer of its incorporation; and
  3. Where that law does not require its shareholders, or a specified proportion of them, to consent to the transfer of its incorporation – The transfer has been consented to by not less than 75% of its shareholders entitled to vote and voting in person or by proxy at a meeting; and A notice specifying the intention to transfer the company’s incorporation was given to the shareholders at least 21 days prior to the meeting.

Under Mauritius law, the following conditions must be met for a company to re-domicile:

  • The company should not be in the process of liquidation or winding up.
  • The company should not have a receiver or manager appointed, either by a court or otherwise, in relation to the company’s property.
  • There should be no scheme or order in place that suspends or restricts creditors’ rights concerning the company.

The Process

Step 1: Outgoing Jurisdiction

The company initiates the re-domiciliation process in its original/current jurisdiction. This includes obtaining all necessary approvals and documentation.

Step 2: Mauritius Jurisdiction

Once the company has met the legal requirements in the outgoing jurisdiction, it can proceed to Mauritius. The company must submit an application for re-domiciliation to the Registrar of Companies in Mauritius. Upon approval, a provisional Certificate of Registration by Continuation will be issued, which will be effective from the date the company is de-registered in the outgoing jurisdiction.

Mauritius – A well-regulated hub for Global Business

Re-domiciling to the Mauritius International Financial Centre (IFC) presents an attractive opportunity for companies to:

  1. Leverage a favorable tax environment, a prime strategic location and a robust legal framework
  2. Retain their existing legal structure while smoothly transferring operations from another jurisdiction

How JurisTax can help

At JurisTax, our team has extensive experience in facilitating corporate re-domiciliation. With our dedicated office in Mauritius, we offer comprehensive services to ensure a seamless transition to the Mauritius IFC, helping businesses thrive in this dynamic and business-friendly environment.

Ready to explore the benefits of re-domiciling your business to Mauritius? Get in touch with JurisTax for expert guidance.

  • (+230) 465 5526
  • contact@juristax.com
  • www.juristax.com