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Finance Focus
Christian Li M. Director & Group CEO (christianli@cklb.com)
Ian Felice
Kathleen Lai Director & Group COO (kathleenlai@cklb.com)
Tel - +(350) 200 79000 Fax - +(350) 200 71966 Email - ian.felice@hassans.gi Website - www.gibraltarlaw.com
Partner- Hassans & CEO- Line Management Services Limited 57/63 Line Wall Road, Gibraltar
CKLB Fiduciary Group PO Box 80 24 Dr Joseph Riviere Street. Port Louis, Republic of Mauritius
Tel : +230 405 8800 Fax : +230 405 8818 Website: www.cklb.com
Fund Administration Mauritius
Funds are structured and registered as companies incorporated under the Companies Act 2001 or as Limited Partnerships. They may hold a Category 1 Global Business Licences under the Financial Services Act 2007. A Fund should also obtain the appropriate authorisation under the Securities Act 2005. Such a structure, referred to as an Invest- ment Fund, is defined as one where the company’s or partnership business consists of investing its funds mainly in securities with the aim of spreading investment risk and giving members of the company the benefit of the results of the management of its funds.
An Investment Fund can take the form of: • A close-ended company which has a fixed share capital. Investors do not have the right to call for their shares to be redeemed at net asset value by the company. The company may be formed with a limited life after which the assets are distributed to investors on a winding up.
• An open-ended company which has a variable share capital. Investors are allowed to redeem their shares at net asset value at pre-determined times in accordance with its constitution.
• A Professional Collective Investment Scheme which can offer their shares solely to sophisticated investors and as private placements
• A Specialised Collective Investment Scheme which invest in real estate, derivatives, commodities or any other product authorised by the Financial Services Commission (“FSC”)
• An Expert Fund available to expert investors. An expert investor is an investor who makes an initial investment, for his own account, of no less than USD 100,000 or a sophisticated investor.
Alternatively the fund maybe set up as a Limited Partnership.
A fund may also be structured as a protected cell company. The Protected Cell Company Act allows a fund to create cells within its capital for the purposes of segregating the assets and liabilities for a cell from those of other cells.
Registration Requirements An Investment Fund needs to be approved by the FSC before it commences business. In considering an application, the FSC needs to be satisfied about the following:
• the track record and credentials of the promoters;
• the fund structure; • the objectives of the fund; • the investors and the market targeted;
• types of investment the fund will be dealing in;
• the track record of the investment manager, custodian, and administrator;
• compliance with regulations in third countries, as appropriate (e.g. SEBIÍs approval if investment is to be made in India).
Once the FSC is satisfied with the above, it may give an approval in principle so as to enable all constitutive documents to be prepared and the company to be incorporated.
As far as possible, substance and central administration of the investment company should be in Mauritius. To this end, the Investment company must have a local administrator, a local custodian, and a local auditor. The requirement that central administration is situated in Mauritius implies that:
• the accounts are kept and the accounting documents are available in Mauritius;
• the share register is kept in Mauritius;
• issues and redemptions of shares are carried out in Mauritius;
• the calculation of the Net Asset Value (NAV) is carried out in Mauritius.
Taxation A company holding a Category 1 Global Business Licence for fund business in Mauritius is liable to Mauritian taxation at a rate of 15%