Fund / CIS Manager Companies

In the majority of global fund structures set up in known fund jurisdictions, there need to be a Fund Manager Company to undertake the research work and to manage and make investment decisions based on the investment strategy and objective of the particular investment fund.

The Mauritius Securities Act 2005 and the Securities Regulations of 2008 on (Collective Investment Schemes and Closed end Funds) , allow for a Fund Manager or Collective Investment Scheme (CIS) Manager Company to be set up and licensed in Mauritius. In addition to the normal GBC1 license requirement, a Fund Manager Company has to obtain a CIS manager license from the Financial Services Commission to be able to operate.

This type of set up is very beneficial to International Fund Houses managing a wide portfolio of funds globally including Mauritius Funds in order to take advantage of the perceived benefits. It is not uncommon nowadays to see fund sponsors setting both their fund manager and the investment fund vehicles under one roof. Benefits include;

  • Modern and flexible laws.
  • Licenses are issued within a reasonable period – normally within 2-3 weeks.
  • Minimum Capital requirement of MUR 1 Million (approx USD 30,000)
  • Low Tax rate – Maximum of 3% on net profits
  • Low License fee & Operational costs.
  • Availability of professional fund administrators and fund lawyers.

A CIS Manager is authorised under the Securities Act to carry out the following activities for the management of a Collective Investment Scheme including:

  • all administrative services required by the scheme;
  • provision of registrar and transfer facilities;
  • distribution of the securities of the scheme;
  • maintaining accounting records of the scheme;
  • giving investment advice in relation to the scheme;
  • managing the portfolio of the scheme
Besides the normal GBC1 requirements the below additional matters need to be carefully thought through.
  1. Capital requirement – The Fund Manager Company should maintain a minimum unimpaired stated capital of MUR 1 million at all times.
  2. PII cover – A Fund manager is required to have a Professional Indemnity Insurance in place to cover for any potential fraudulent activities on the part of its employees, misuse of confidential information and any losses arising from these fraudulent acts and any legal liability to third party arising from breaches of professional duty.
  3. Personnel – Staff employed must have relevant experience, proven track record and qualification as required under the Securities Act. Key personnel include members of the Investment Committee, Compliance Officer, MLRO and DMLRO.
  4. Control and Procedures – The Company should be able to demonstrate that it has put in place control mechanisms and laid down procedures in the form of a manual to ensure effective running of operations and risk mitigation.
  5. Management Accounts – A CIS manager must file with the Commission interim financial statements prepared in accordance with IFRS within 45 days after the closing date of each quarter;
  6. Audited Financial Statements – Every CIS manager must, within 90 days of its balance sheet date, file with the Commission an annual report which shall include audited financial statements prepared in accordance with IFRS and audited in accordance with the International Standards on Auditing.

Finsburey Professional Services to Fund Managers

Finsburey provides the following services with respect to the activities of the CIS Manager:

  • Guidance and Formation of the CIS Manager
  • Application and Renewal of CIS Manager Licence and tax residency certificates
  • Provision of registered office address.
  • Provision of professional directors and qualified secretary resident in Mauritius.
  • Opening of bank account.
  • Carry out NAV calculations of Funds being managed. ( if requested)
  • Preparation of quarterly accounts and filing with the relevant authorities.
  • Preparation and filing of tax returns
  • Liaising with Investors and other parties including advisors, lawyers, custodians and auditors.