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Category 2 Global Business Company (‘GBC2′)

A GBC2 company is tax exempt in Mauritius.

A GBC2 is a private company which conducts business with non-residents. It provides for a variety of investment holdings and trading activities.

Key features:

Capital and Shares

  • No minimum capital requirement but at least one share must be issued and paid up;
  • Fractional shares are allowed but bearer shares are not permitted;
  • Par value shares if any may be stated in more than one currency;
  • Shares and capital may be denominated in any convertible currency;
  • Registered shares and a variety of shares such as preferred, redeemed and fractional shares are allowed.

Taxation

  • Does not pay tax on its worldwide profits to Mauritius;
  • No income tax, no withholding tax and no capital gains tax;
  • No exchange control requirements;
  • No access to Double Taxation Agreements.

Registered Office

  • Must at all times have a registered office and a registered agent in Mauritius, where its statutory records must be kept.

Shareholders

  • At least one shareholder required at all times;
  • Shareholders may be individuals or corporate entities;
  • Nominee shareholders are allowed, although disclosure of beneficial owners has to be made to the FSC.

Directors and Officers

  • Minimum of one director, who may be a natural person or body corporate;
  • A company secretary is optional.

Meetings

  • Shareholders’ and directors’ meetings may be held in or outside Mauritius;
  • No annual general meeting of shareholders is required by law and shareholders’ meetings are optional.

Annual Filing

  • Required to maintain financial statements or summary to reflect its financial position;
  • No requirement for audited financial statements;
  • Unaudited accounts must be filed with the FSC within six months of the balance sheet date.

Mobility

  • A GBC2 can be converted into a GBC1;
  • A GBC2 may transfer its statutory seat to another jurisdiction;
  • A foreign company may transfer its seat to Mauritius and continue as a GBC2 provided this is allowed under the laws of the country in which it was originally incorporated.