Mauritius International Focus
By Lowtax Editorial
03 December, 2014
Like many low-tax jurisdictions, Mauritius has made considerable changes to its “offshore” legislation in the past decade in line with international demands for greater tax transparency. However, a relatively low rate corporate tax exists, and considerable fiscal advantages are available to investors using the Mauritius Global Business Company format or establishing in the Free Port. Combined with the jurisdiction’s substantial network of double tax treaties, this mix ensures that Mauritius remains the preferred route for investment into India and Africa.
Introduction to Mauritius
Mauritius lies in the southern Indian Ocean to the east of Madagascar. The country comprises four islands: Mauritius, Rodrigues, Saint Brandon, and Agalega. With the exception of its coral reefs and beaches, the land area is 710 square miles. The time zone is 4 hours ahead of GMT, 9 hours ahead of EST.
In 2014, the population of Mauritius is approximately 1.3m, of which around 150,000 live in the capital, Port Louis. The official language is English, and it is spoken by approximately three-quarters of the population. The use of French is also widespread, especially in business. The most widely-used language is Creole, spoken by about 85 percent of the population. Hindi, Urdu, Hakka and Bojpoori are also spoken.
Government and Legal System
The island was colonised for the first time by the Dutch in the 17th century; in the latter half of that century there was a wave of French immigrants who brought their African slaves with them. Britain took over Mauritius in 1810, abolishing slavery in 1835. Mauritius gained independence from Britain in 1968 and with it lost the Diego Garcia Archipelago; this is still a source of dispute. The head of state is the President of the Republic who is elected by the National Assembly every five years (next election due in 2017). The Prime Minister is the leader of the winning party after elections for the National Assembly and is appointed by the President.
Mauritius's legal system is a mixture of English Common Law and French Civil Law. Company and procedural law is based on English law. Substantive law is in the main modeled on the Napoleonic code. The Supreme Court of Mauritius is the highest court in the republic; final appeal is to the Privy Council in England. Mauritius is a member of the Association of Francophone Countries, The British Commonwealth, and the UN.
Economy and Business Environment
Ever since gaining independence from Britain in 1968 the economy of Mauritius has grown steadily. The economy rests on sugar, tourism, textiles and apparel, and financial services, and is expanding into fish processing, information and communications technology, along with hospitality and property development. Mauritius has attracted more than 32,000 offshore entities, many aimed at commerce in India, South Africa, and China. Investment in the banking sector alone has reached over USD1bn. Mauritius, with its strong textile sector, has been well poised to take advantage of the United States’ Africa Growth and Opportunity Act. Tourist numbers steadily increased from 150,000 in 1985 to almost 1m by 2010.
Mauritius's sound economic policies and prudent banking practices helped to mitigate negative effects of the global financial crisis in 2008-09. GDP grew in the 3-4 percent per year range in 2010-13, and the country continues to expand its trade and investment outreach around the globe.
The Mauritian currency is the rupee (MUR). On December 1, 2014, MUR1 was worth USD0.03025. Exchange controls were dismantled in stages between 1984 and 1994. The 2005 budget swept away most import duties with the aim of boosting the domestic economy.
Mauritius is well served by business and communications infrastructure and the Government actively encourages foreign investment and offshore activity through the Board of Investment.
There are a number of investment incentives for inward investment, including the Freeport (see below) which offers substantial tax reductions and up to 100 per cent foreign owned enterprises.The island republic has a good labour relations record and productivity has shown a 5 percent annual increase since 1994. Financial and professional services are well represented and a successful stock exchange was opened in 1989.
Mauritius is served by SSR International Airport at Plaisance, which is 45 kilometres south east from Port Louis. Direct flights are operated to several destinations in Europe, Africa, Asia and Australasia.
Port Louis is the only port and is served by numerous international shipping lines.
In 2001, under the Financial Services Development Act 2001, the government established a Financial Services Commission (FSC) and an Advisory Council. The FSC monitors the country's stock exchange, offshore business activities and the insurance industry. It also supervises non-regulated or partly-regulated non-banking activities such as fund management, pension schemes and management, collective investment schemes, investment advisory services and leasing.
The Advisory Council helps guide the development of financial services in the country and acts as an information centre to keep the industry in touch with the latest international trends.
Due to its network of double tax treaties with most of the significant economies in its region, and above all with India, Mauritius is often chosen as a base by firms needing to set up an offshore holding or investment company, or trading subsidiary.
In August 2007, the Mauritius National Assembly adopted three financial services bills, establishing the independence of the Financial Services Commission and liberalizing the international global business companies regime (see below).
Mauritius adopted a cautious attitude towards banking development. Until November 2004, banks were required to have separate licenses for operating “domestic” and “offshore” banking activities. The distinction between the two was lifted when the Banking Act 2004 came into effect in November of that year.
The legal and supervisory regime for banks is to be found in the Banking Act 2004, the Finance Act 2004 and the Financial Services Act 2007. The Bank of Mauritius (the Central Bank) is responsible for licensing, regulation and supervision of the banking sector.
Banks are free to conduct business in all currencies.
The application process is fairly rigorous, and includes provision of audited financial statements for the past 5 years and an annual license fee of USD30,000.
Under the Insurance Act, the FSC licenses insurance/reinsurance companies as well as insurance service providers (Insurance Broker, Insurance Agent (company /individual), Insurance Manager, Insurance Salesperson and Claims Professional) to conduct insurance business activities.
The Insurance Act is aligned with the International Association of Insurance Supervisors’ standards and principles and focuses on specific regulatory issues relating to capital adequacy, solvency, corporate governance, early warning systems and the protection of policyholders.
Applications for captive status in Mauritius are normally made through a local Captive Management company, which effectively has delegated powers from the Financial Services Commission. Applications will include notarised company documents, a certificate of compliance with local laws from a Mauritius lawyer, actuarial information, a business plan, and the name of a Principal Representative who is accountable to the FSC. A licensed captive may need to retain the services of a Captive Management company on an ongoing basis.
Captive Insurers, like Offshore Companies in general, can be formed as companies under the Companies Act 1984 (now the Companies Act 2001), or as branches.
A new Securities Bill was passed by the National Assembly in March, 2005.The 2005 Securities Act establishes a framework for the regulation of securities markets, market participants, self-regulatory organisations, and the offering and trading of securities to ensure fair, efficient and transparent securities market. It aims at striking an appropriate balance between the protection of investors, the interest of market makers and market participants and the financial system in general.
An Investment Company can be closed-ended or open-ended. Closed-ended Investment Companies can be listed on the Mauritius Stock Exchange. Either type of Investment Company can function as an umbrella fund, and an Investment Company can be a member of an umbrella fund established elsewhere.
The FSC requires a substantial amount of information about a proposed Investment Company during the licensing process, including its investment policy, the antecedents of the investment manager and the promoters, its adherence to marketing and investment regulatory regimes in other countries, etc.
While this sounds restrictive, in practice the FSC permits part or all of these functions to be performed elsewhere as long as the arrangements are clearly transparent and available to Mauritian supervisors.
Investment Companies have access to Mauritius's Double Tax Treaties (see below).
Registration in the Mauritius Open Ship Registry is regulated by the Mauritius Merchant Shipping Act 1986 and the Mauritius Shipping (Amendment) Act 1992, which are modelled on the English Merchant Shipping Act. Administration of the Registry is in the hands of the Director of Shipping, Ministry of Trade and Shipping.
Port Louis is the Home Port of the Registry and houses its Head Office. Provisional Certificates of Registry can also be issued by Mauritian Embassies, Consulates and Honorary Consuls worldwide.
Mauritian GBC1 and GBC2 (old Offshore Companies and International Companies) can own and register ships or bareboat charters provided that their activities are confined to the registering of ships under the Mauritian flag and that their shipping activities are carried out exclusively outside Mauritius.
Offshore Companies Introduction
In May 2000 Mauritius wrote a 'commitment letter' to the OECD in order to avoid inclusion on the OECD's list of jurisdictions which offer 'unfair' tax competition.
Partly as a result of this commitment, the Government passed a range of replacement legislation in 2001 including the Financial Services Development Act 2001, which set up a Financial Services Commission.
Most existing offshore legislation has been 'grandfathered' into the new regime.
In August 2007, the Mauritius National Assembly adopted new Financial Services legislation, establishing the independence of the Financial Services Commission and liberalizing the international 'global business companies' regime.
The bill became the Financial Services Act 2007 and provides a common framework for licensing and supervision of all financial services other than banking and for the global business sector.
The Financial Services Act redefines the concept of global business. Under the new provisions, all resident companies conducting business outside Mauritius may opt for an alternative legal regime. The former restrictions on activities conducted by Category 1 Global Business Companies have been removed.
GBC1 (Offshore) Company
A GBC1 is defined as a company engaged in qualified global business and which is carried on from within Mauritius with persons all of whom are resident outside Mauritius and where business is conducted in a currency other than the Mauritian Rupee. A GBC1 may be locally incorporated or may be registered as a branch of a foreign company. The business of a GBC1 Company must be conducted in foreign currency other than for day-to-day transactions; and GBC1 companies must not do business in Mauritius, other than to take professional advice, employ local labour, and to rent property.
A GBC1 Company is treated as resident, and has access to Mauritius' double tax treaties, subject to possession of a Tax Residency Certificate.The tax treaty with India is particularly favourable, and Mauritius is a favoured location for holding companies for those trading with or investing in India.
A GBC1 Company pays corporate income tax at 15 percent (0 percent if it was incorporated before 1st July 1998).
GBC1 Companies are also exempt from stamp duty, land transfer tax, and capital gains (morcellement) tax. The expatriate staff of offshore companies pay half the normal rate of personal income tax.
There are no withholding taxes or equivalent deductions on dividends or other payments made by GBC1 companies to non-resident shareholders (residents aren't normally allowed to hold the shares of such companies).
GBC1 Companies can also utilise the unilateral foreign tax credit which is 80% of the Mauritian tax rate (leaving a residual liability of 20% of the Mauritian tax rate = 3%); the credit used to be at the rate of 90% and it is possible that there will be further reductions.
By the end of 2009, 75% of all GBC1 companies were operating in the field of investment holding. Other activities of GBC1 companies included: Collective Investment Schemes, Financial Business Activities, Trading, Consultancy, Closed-ended Funds, ICT and Intellectual Property.
GBC2 (International) Company
A GBC2 can take any of the forms permitted under the Companies Act 2001. Unlike the Offshore Company, the IC used to be able to issue bearer shares, but this is no longer permitted – however, in other respects the share structure can be flexible:
- There is no minimum capital requirement although at least one share must be issued and paid up;
- Registered shares and a variety of shares such as preferred, redeemable, and fractional are allowed;
- Shares may be issued with or without par value;
- Redeemable preference shares may be issued;
- Only one shareholder and one director are required.
However, a GBC2 is treated as non-resident, cannot get the benefit of Mauritius' double tax treaties, and cannot operate in the Free Port. However, in most other ways, a GBC2 receives the same tax treatment as a GBC1.
Mauritian citizens are not permitted to own shares in a GBC2. There are a number of other restrictions on GBC2s; they may not:
- Raise capital by public subscription;
- Carry on banking or insurance business;
- Own real property in Mauritius;
- Own or manage a collective investment fund;
- Provide nominee services, or provide trustee services to more than three trusts.
GBC2 companies are not required to file annual accounts, and confidentiality may be preserved through the use of nominee directors and shareholders.
Offshore trusts are taxed in the same way as GBC1 and GBC2 Companies, see above. However, chargeable income is defined as the difference between (a) the net income derived by the trust; and (b) the aggregate amount distributed to the beneficiaries under the terms of the trust deed. Moreover, any amount distributed to non-resident beneficiaries is exempt from Income Tax.
An offshore trust is allowed a credit for foreign tax on its foreign-source income. If no written evidence is presented to the Mauritius Commissioner of Income Tax showing the amount of foreign tax charged, the amount of foreign tax shall nevertheless be conclusively presumed to be equal to 80 percent of the Mauritius tax chargeable with respect to that income.
An offshore trust may opt by written notice to the Mauritius Commissioner of Income Tax to be treated as non-resident in Mauritius for tax purposes, in which case it will not be subject to any income tax in Mauritius. However, being non-resident, the offshore trust may not benefit from Mauritius's extensive network of double taxation agreements.
Free Trade Zones
Freeport facilities were established at the port and airport under the Freeport Act 2001. The Freeport legislation provides for a comprehensive package of liberal incentives for companies looking for a cost-effective storage, assembly and redistribution platform. Freeport companies in Mauritius benefit from:
- Duty free and VAT free goods and equipment
- Exemption from Corporate Tax
- 100% foreign ownership
- Free repatriation of profits
- 50% of reduction on port handling charges
- 50% of turnover can be realized from local market sales
- Access to offshore banking facilities
Tax Treaties and Information Exchange
Mauritius has entered into a considerable number of double-tax treaties (about 40) including with countries in Europe, North America, Africa and Asia. Generally speaking, the treaty benefits are available to all Mauritian companies other than International Companies.
The treaty with India has underpinned the emergence of Mauritius as the dominant channel for FDI into India, although the Indian Government has spent more than a decade trying to change the terms of the treaty, citing alleged abuses by Indian resident investors through what is known as “round-tripping”. In particular, concern was expressed regarding the capital gains clauses that permit both resident Indian and foreign investors to route investment into India via Mauritius, and take tax-free gains. India has, however, been largely frustrated in its attempts to change the treaty.
Nevertheless, in mid-2014, Mauritius proposed to the new Indian Government that it will approve a new stringent limitation of benefits clause in a revised India-Mauritius double tax treaty, and will exchange information on persons applying to be registered in the territory with Indian authorities automatically. It is unclear when such a measure would take effect; developments on the Indo-Mauritius tax treaty have moved very slowly, and it remains to be seen whether the new Indian Government is able to expedite the resolution of this long-standing dispute.
Out of the total FDI equity inflows of USD217.6bn into India since April 2000, Mauritius has supplied 36 percent, or USD78.5bn. However, Singapore has recently supplanted Mauritius as the preferred route for investment into India: out of the total equity inflow to India that year of USD24.3bn in 2013/14, Singapore accounted for USD6bn, (against USD2.3bn the previous year) and Mauritius supplied USD4.86bn (down from USD9.5bn in 2013/14).
In August 2014, Mauritius announced that it will implement the Common Reporting Standard for automatic exchange of tax information between territories, based on the standards drawn up by the Organization for Economic Co-operation and Development.
Mauritius became the first African country to implement a framework to facilitate compliance with the United States' Foreign Account Tax Compliance Act on December 27, 2013.
In common with many of its peer jurisdictions, Mauritius is currently walking something of a tightrope between offering the sort of fiscal advantages that will continue to attract global investors while remaining “respectable” in the eyes of the OECD. Having signed up to the latest transparency initiatives while retaining its investment appeal, it has largely succeeded in doing so. It is notable though, that in the last couple of years, the volumes of investment routed through Mauritius have fallen sharply. However, at the same time, FDI into Africa is rising, and this perhaps represents Mauritius’s next big opportunity.
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