Category One Global Business Company (GBC1)

As defined under the Financial Services Act of Mauritius, a Global Business Company Holding a Category One License commonly referred to as a GBC1 or GBL1, is a company engaged in qualified global business and which is carried out from within Mauritius with persons all of whom are resident outside of Mauritius and where business is conducted in a currency other than the Mauritian rupee.

GBC1 is a company resident in Mauritius for tax purposes and can benefit from various non double taxation treaties which Mauritius has entered into with several countries.  In order to obtain treaty benefits, the company must establish its tax residency in Mauritius and must demonstrate that central management and control of the company is located in Mauritius.

GBC1 is generally prohibited from dealing with local residents except with the special approval of the Financial Services Commission (“FSC”).

The following global business activities can be carried out by a GBC1

  • Aircraft Financing and Leasing
  • Assets Management
  • Consultancy Services
  • Employment Services
  • Information and Communication Technologies
  • Insurance
  • Licensing and Franchising
  • Logistics and or Marketing
  • Operational Headquarters
  • Pension Funds
  • Shipping and Shipping Management
  • Trading
  • Financial Services
  • Any other activity as may be approved by the Commission

More Information about GBC1

CAPITAL, SHARES & SHAREHOLDERS

Capital
  • There is no minimum stated capital but we advise to keep a minimum of USD 1000.
  • Capital can be denominated in any currency except Mauritian Rupee.
  • GBC1 are subject to no restrictions as to the distribution of their assets. They may purchase their own shares or hold them as treasury shares upon satisfying certain conditions.
Shares & Shareholders
  • Registered shares, ordinary or preference shares, redeemable shares and shares with or without voting rights.
  • Par value shares if any may be stated in more than one currency.
  • Minimum of 1 shareholder and same rule applies if the company is a wholly owned subsidiary.
  • Shareholders may be individual or corporate entity.

Annual meeting must be held every year not later than 15 months after previous meeting, and not later than 6 months after balance sheet date.

Taxation Aspects

Taxation
  • GBC1 companies are resident in Mauritius for tax purposes.
  • There are no capital gains tax, and no withholding tax on payment of dividends, interests or royalties.
  • No stamp duties or capital taxes.
  • No inheritance tax.
  • A GBC1 company is liable to corporate tax at the rate of 15% on its profits, but has access to a unilateral tax credit of 80% (therefore a maximum net effective rate of 3% only ) or actual tax suffered upon receipt of the income which can actually reduce the tax liability to NIL if higher than the Mauritius tax liability.
Tax Situation
  • Provided that the GBC1 owns at least 5% of an underlying company, credit will be available on foreign tax paid on the income out of which the dividend was paid (‘underlying foreign tax credit’).
  • Mauritius has no thin capitalization rules.
  • Interest and royalty payments paid by GBL1 companies are tax exempt.
  • Tax sparing credits are available. Under this regime the effective rate of taxation in Mauritius can be reduced. A long-stop provision exists whereby GBL1 companies may elect not to provide written evidence to the Commissioner of Income Tax showing the amount of foreign tax charged and therefore enjoy a deemed taxation at 80% of the normal tax rate of 15%. Thus, the use of this long-stop provision in isolation would reduce the effective rate of tax in Mauritius from 15% to 3%.

TAX RESIDENCY & DOUBLE TAXATION AGREEMENTS

Tax Residency

Currently, the Financial Services Commission and the Mauritius Revenue Authority, consider the following when determining whether the conduct of business is managed and controlled from Mauritius:

  • The corporation shall have or has at least 2 directors, resident in Mauritius, who are appropriately qualified and are of sufficient calibre to exercise independence of mind and judgment.
  • The corporation shall maintain or is maintaining at all times its principal bank account in Mauritius
  • The corporation shall keep and maintain or is keeping and maintaining, at all times, its accounting records at its registered office in Mauritius
  • The corporation shall prepare, or proposes to prepare or prepares its statutory financial statements and causes or proposes to have such financial statements to be audited in Mauritius
  • The corporation shall provide or provides for meetings of directors to include at least 2 directors from Mauritius
  • A corporation which is authorized / licensed as a collective investment scheme, closed end fund or external pension scheme, is administered from Mauritius
New Requirements as from 1st January 2015

The FSC issued new substance guidelines for global business companies and these are to be effective as from 1 January 2015. Going forward, in addition to the existing conditions, a GBC1 would need to fulfill at least one of the following criteria:

  • The corporation has or shall have office premises in Mauritius
  • The corporation employs or shall employ on a full time basis at administrative/technical level, at least one person who shall be resident in Mauritius
  • The corporation’s constitution contains a clause whereby all disputes arising out of the constitution shall be resolved by way of arbitration in Mauritius
  • The corporation holds or is expected to hold within the next 12 months, assets (excluding cash held in bank account or shares/interests in another corporation holding a Global Business Licence) which are worth at least USD 100,000 in Mauritius
  • The corporation’s shares are listed on a securities exchange licensed by the Commission

It has or is expected to have a yearly expenditure in Mauritius which can be reasonably expected from any similar corporation which is controlled and managed from Mauritius.

Administration Aspect

Requirements
  • A GBC1 requires a minimum of one Director who must be a natural person. For treaty access, a minimum of two local Directors are required and board meetings must be held in Mauritius.
  • Must at all times have a registered office in Mauritius where the accounting records and statutory documents including register of members, debenture holders, and officers must be kept.
  • Must at all times have the management company to act as a qualified company secretary.
  • A GBC1 need not make annual returns, but must file audited profit & loss account and balance sheet annually with the Financial Services Commission, within 6 months of the financial year-end. The accounts must be prepared in accordance with internationally accepted accounting standards.
  • Tax returns must also be filed on a quarterly and annual basis with Income Tax Authorities
Statutory Fees
  • Application Processing Fee to Financial Services Commission: US$ 500.
  • Annual GBC1 License Fees to Financial Services Commission: US$ 1,750.
  • Annual Fees to Registrar of Companies: approx: US$ 300.
Double Taxation Agreements

So far Mauritius has concluded 42 tax treaties and is party to a series of treaties under negotiation. The treaties currently in force are:

 Australia Barbados Belgium
Botswana Congo Croatia
Cyprus Egypt France
Germany (New) Guernsey India
Italy Kuwait Lesotho
Luxembourg Madagascar Malaysia
Monaco Mozambique Namibia
Nepal Oman Pakistan
People’s Republic of Bangladesh People’s Republic of China Rwanda
Senegal Seychelles Singapore
Sri Lanka South Africa (New) State of Qatar
Swaziland Sweden (New) Thailand
Tunisia Uganda United Arab Emirates
United Kingdom Zambia Zimbabwe

  • 5 treaties await ratification : Gabon, Kenya, Nigeria, Malta and Russia
  • 4 treaties await signature : Burkina Faso, Cape Verde, Ghana and Morocco
  • 15 treaties being negotiated : Algeria, Canada, Czech Republic, Greece, Hong Kong, Lesotho (New), Montenegro, Portugal, Republic of Iran, Malawi, Saudi Arabia, St. Kitts & Nevis, Tanzania, Vietnam and Yemen

The network provides for interesting tax planning opportunities thereby enhancing the image of the jurisdiction as a tax planning centre. The attractive concessions provided by those treaties include:

  • Elimination of double taxation through tax credit equivalent to Mauritian tax.
  • Reduction in withholding taxes on dividends, interest and royalties.
  • Exemption from capital gains.
  • Possible exemption on interest payments on loans.