VARIABLE CAPITAL COMPANIES ACT 2022

Announced in the national budget 2020-2021 in order to position Mauritius as an international financial centre of choice, the Variable Capital Companies Act 2022 was passed in parliament in April of this year. The Act provides the legal framework for the incorporation, structuring and operations, amongst others, of Variable Capital Companies or VCCs in Mauritius, and aims at cementing the value proposition for cross border investors.


Main Features of VCCs

  • A company incorporated under the Companies Act as a VCC
  • A company incorporated in a jurisdiction other than Mauritius and registered by way of continuation as a VCC in Mauritius
  • An existing company duly authorised by its constitution or by special resolution to be converted into a VCC
  • Name must either bear the phrase “Variable Capital Company” or the term “VCC”
  • Licence must be obtained from the Financial Services Commission (“FSC”)


Structure of VCCs

  • The sole object of a VCC or umbrella VCC is to operate as a fund
  • The VCC can operate as a standalone fund or as an umbrella fund with several sub-funds or SPCs (special purpose sub-fund that is part of an umbrella VCC) with varied investment objectives, investors and asset classes
  • A VCC may create one or more sub-funds and a sub-fund of an umbrella VCC may have a legal personality separate from the Variable Capital Company
  • A VCC may issue shares of varying amounts
  • Redemption by a VCC of its own shares shall be in accordance with the constitution of the Company
  • The assets of a sub-fund or SPC of a VCC shall not be used to discharge any liability of the VCC or any other sub-fund or SPC of the VCC, including during the winding up, administration or receivership of the sub-fund, SPC or the VCC


How can MATCO assist?

Founded in 2005, MATCO places a strong emphasis on personal contact to ensure that the service it delivers is both individual and appropriate. MATCO has a team of highly skilled staff with a strong focus on compliance who will be delighted to provide you with more information on the VCC and to assist you in obtaining the required licences.


For more information on the setting up of a VCC in Mauritius, contact Graham Young at

graham.young@matcotrust.com or on +27 83 477 3670/+263 78 893 0934