Managing an Authorised Company From Abroad

An authorised company managed from abroad is not a workaround or a grey area. It is the design of the structure. The Financial Services Act 2007 (FSA) asks an Authorised Company to have its central management and control outside Mauritius, and it asks for a Mauritian registered agent to stand behind it. The owner who lives in another country is therefore the expected profile, not the exception.

What the law leaves open is how that control is exercised in daily life: who decides, where the board meets, who signs, and what the Mauritian provider does in the meantime. This guide walks through those practical questions. For the wider definition of the vehicle, start with Authorised Company in Mauritius.

What the law expects: control outside Mauritius

Section 71A(1) of the FSA applies to a company incorporated under the Companies Act that meets three conditions together:

• a majority of its shares or voting rights is held or controlled by a person who is not a Mauritian citizen;
• it conducts its business principally outside Mauritius;
• its central management and control are located outside Mauritius.

A company in that position must apply to the Financial Services Commission (FSC) for an Authorised Company authorisation. The application goes through a FSC-licensed corporate service provider (Management Licence), in the form and manner the FSC determines, and the authorisation is issued by the Chief Executive on behalf of the Commission.

The contrast with the Global Business Licence is instructive. A GBC must be managed and controlled from Mauritius, carry on its core income generating activities there, and be administered by a FSC-licensed corporate service provider (Management Licence). An Authorised Company is the mirror image: control abroad, a Mauritian registered agent, and no access to the activities listed in the Fourth Schedule of the FSA. If you are weighing the two, the page on who should use an Authorised Company sets out the profile each one suits.

Why "central management and control" matters

Central management and control is the phrase on which the whole arrangement turns. The Income Tax Act uses the same words in two places:

• under section 73(1)(b), a company is resident in Mauritius for tax purposes if it is incorporated there or if its central management and control are there;
• under section 73A, a company incorporated in Mauritius is treated as non-resident if it is centrally managed and controlled outside Mauritius. It must nevertheless file an income tax return under section 116.

In plain terms, the company is incorporated in Mauritius, yet the place where the real decisions are taken determines how it is treated. That is why the way you run the company matters as much as the paperwork that created it. The detailed residency tests are outside the scope of this page; a tax adviser should apply them to your facts.

Who decides what

The practical rule is simple to state: strategic decisions are taken by the people who hold the company's control, and those people are outside Mauritius. The Mauritian registered agent does not run the business.

The last rows come straight from section 71A(8) of the FSA. The registered agent handles the filing of returns and documents required under the FSA, the Income Tax Act or the Companies Act, passes on communications with the FSC, the MRA and the Registrar, applies AML/CFT measures and keeps the registers. It is an administrative and compliance role, not a management role. For the detail of that relationship, see the corporate service provider behind your company.

Board meetings abroad

Board meetings are where the "managed from abroad" principle becomes visible. A few habits make the position much easier to defend.

Hold the meeting where the directors actually are

The simplest board meeting is one that takes place in the country where the directors live and work, whether in person or by video call from that country. A resolution presented as taken abroad, while the directors in fact take every decision during visits to Mauritius, tells a different story from the one the structure claims.

Keep decisions real and prepared

Decisions should be taken by the directors, on the basis of information they have actually read. A board that merely signs what the provider drafts, without discussion, invites questions about who is truly in control. Prepare a short agenda, discuss the points that matter and record the outcome.

Record it properly

Minutes and written resolutions should be dated, show the place from which each director took part and be signed. The registered agent keeps the company's minutes and resolutions among its records under section 71A(8), so send them promptly rather than assembling them months later. Our yearly checklist for an Authorised Company lists the records to gather at each year end.

Be careful with visits to Mauritius

A director who travels to Mauritius is not breaking any rule by attending a meeting there. The caution is about pattern. If the decisive meetings regularly take place on the island, the claim that control sits abroad becomes harder to sustain. Where the answer depends on how often and why, ask an adviser to review the facts.

Signatures and signing authority

Who may sign

Signing authority comes from the company's constitution and from board resolutions. The board names who may sign contracts, invoices and bank instructions, and the limits of each person's authority. Signatories normally sign from where they live, and the company's records should show it.

Documents the provider needs

The registered agent will need signed documents for filings and for its own compliance checks. Electronic signature, scanned copies or couriered originals are matters for your provider's procedures, so ask which formats it accepts before you need one in a hurry.

Powers of attorney

If an individual in another country needs to act for the company on a specific matter, a power of attorney can be used. It should be narrow, written down and approved by the board. A broad power given to a third party in Mauritius, who then runs the company day to day, would cut against the control-abroad principle. See power of attorney for an offshore company for the points to cover.

Bank signatories

Bank signing arrangements deserve their own attention. The FSA contains a bank signatory criterion for GBCs, introduced by the Act 13 of 2026 with effect from 1 September 2026, and it does not apply to an Authorised Company in the same way. For an Authorised Company, what matters in practice is the bank's own onboarding rules and the consistency between who signs and who actually controls the company. The page on banking options for an offshore company covers that side.

The role of the registered agent

An Authorised Company must have a registered agent in Mauritius at all times, and that agent must be a FSC-licensed corporate service provider (Management Licence) under section 71A(7)(a). Three consequences follow for an owner abroad.

First, the agent is your point of contact for the authorities. Regulators write to it, and it relays what matters to you.

Second, the agent is a regulated gatekeeper. It carries AML/CFT duties, so it will ask for identity documents and information on the ultimate beneficial owner. Under the Companies Act 2001, section 91(3A), the company itself must also identify its beneficial owner and any nominee, and record them in a separate register with name, residential address, identity or passport number, nationality and the holding structure. The Registrar of Companies keeps a Beneficial Ownership Register that is open to competent authorities and prescribed public authorities; the Companies Act does not describe it as a public register. For the privacy side, read whether the owner of an offshore company is private.

Third, you can change agent. A change of registered agent must be accompanied by the fee set under the FSC Rules, a requirement in force since 1 August 2024 (Act 11 of 2024). The steps are in changing your management provider.

What the agent cannot do for you

The provider can keep your records and file your returns. It cannot take on your directors' decisions, and it should not be asked to. If a provider offers to "manage everything" so that you never need to be involved, ask how that sits with the control-abroad requirement. A company whose real decision-maker is its Mauritian provider may look, on the facts, like a company controlled from Mauritius.

Section 71A(4) also bars an Authorised Company from the Fourth Schedule activities, unless the FSC Rules provide otherwise: banking, professional management of collective investment schemes, financial services, company headquarters, nominee, directorship or secretarial services for companies, and professional trusteeship. Running the company from abroad does not change that list. See limits of an Authorised Company.

A simple routine for an owner abroad

• Appoint directors who live outside Mauritius and can genuinely take decisions
• Record each board meeting with date, place and signatures
• Name authorised signatories by board resolution
• Send signed resolutions and records to the registered agent promptly
• Keep the beneficial owner information current with the provider
• Review the pattern of travel to Mauritius with an adviser before it becomes a habit
• Pay the annual fee through your provider before the deadline

On fees, the FSC moved the payment deadline for the 2026-27 renewal cycle to 30 September 2026, with payment through the FSC One platform, including by direct debit or from the deposit account of the corporate service provider. Late payment carries higher charges. Your provider will normally handle this, but the date is yours to monitor. The page on annual fees explains the structure.