Buying a Ready-Made Offshore Company in Mauritius

What "shelf company" means in Mauritius

"Shelf company" and "ready-made company" are market terms, not statutory ones. They describe a company that was incorporated in advance, holds no real business, and is offered for sale so that the buyer does not wait for a fresh incorporation. When people search for an off the shelf company in Mauritius, they usually mean one of two things:

• a company that is already incorporated and, in the case of a non-resident structure, already holds its authorisation from the Financial Services Commission (FSC);
• a company that is incorporated but has never been authorised, so the authorisation still has to be requested.

The difference matters. Under section 71A(1) of the Financial Services Act 2007 (FSA), a company incorporated under the Companies Act that is mostly owned or controlled by a non-citizen of Mauritius, that does its business mainly outside Mauritius and whose central management and control sit outside Mauritius must apply to the FSC for authorisation as an Authorised Company. Operating as an Authorised Company without that authorisation is an offence, with a fine of up to MUR 1,000,000 (sections 71(5) and 71A(12) FSA).

So a ready-made company is only useful if its status matches how you intend to use it. For the general definition of the vehicle, see what an Authorised Company is.

Ready-made company or new incorporation: side-by-side

The comparison below is qualitative on purpose. Exact timing depends on the seller, the regulator's review and the completeness of your documents.

In short, a shelf company saves time only if the paperwork behind it is clean. A new company costs time but gives you a blank record.

Timing: what you actually save

A new Authorised Company has two clocks running. The first is company registration. According to the official guide of the Corporate and Business Registration Department (CBRD), a company is registered in half a day, and its Customer Charter states half an hour after duly completed forms are filed, except for Global Business Companies, which need the prior approval of the FSC.

The second clock is the FSC authorisation. Since 1 October 2024 (Act 11 of 2024), the FSC must grant a complete application within 10 working days from the date the file is considered complete (section 17B FSA), and this period also applies to Authorised Company authorisations under section 17C. The application is filed through an FSC-licensed corporate service provider (Management Licence), in the form and manner determined by the FSC (section 71A(2)-(3) FSA).

These statutory periods run from a complete file, not from the day you first make contact. In practice, the time you lose on a new incorporation is mostly the preparation: identity documents, source-of-funds information and the provider's own onboarding checks. A shelf company does not remove those checks. It only moves them. For a broader view of timing, see how long it takes to set up an offshore company.

The fee scale above has applied since 1 July 2026. The Registrar amount may be set at a different figure by the Registrar of Companies.

Why the history of a shelf company is the real question

A new company has no past. A shelf company does, even if it never traded. Five areas deserve attention.

Authorisation status

Ask for the FSC authorisation itself, not a description of it. Confirm that the company is authorised under section 71A, that the authorisation is current, and that the registered agent on file is the one the seller says it is. The method for confirming a provider's licence is set out in how to check a service provider is licensed by the FSC.

Annual fees and filings

The first annual fee of an Authorised Company is prorated by the quarter in which the authorisation was granted: 1,400 USD for July to September, 1,050 USD for October to December, 700 USD for January to March and 350 USD for April to June. A company that has sat on the shelf for a while may have crossed one or more renewal dates.

Late payment is expensive. The 1,400 USD annual fee rises to 1,750 USD if paid within the month after the due date, 2,100 USD between one and three months late, and 2,800 USD between three and six months late. For the 2026-27 renewal cycle, the FSC moved the payment deadline to 30 September 2026, with payment through the FSC One platform. Ask for proof that every due fee has been paid, and read the annual fees guide so you know what a clean record looks like.

An Authorised Company must also file a financial summary with the FSC each year, no later than 6 months after the end of its financial year, in the form of the Ninth Schedule of the Companies Act (or other documents specified by the FSC Rules). A missing filing on a shelf company is a warning sign, not a detail.

Beneficial ownership records

Every Mauritian company must at all times identify its beneficial owner and any nominee, and keep them in a separate register: full name and residential address, national identity or passport number, nationality, and the holding structure identifying the ultimate beneficial owner (Companies Act 2001, section 91(3A), as updated on 15 May 2026). The company must keep that information accurate and up to date, and make it available without delay to competent authorities on request.

The Registrar of Companies keeps a Beneficial Ownership Register that is open to competent authorities and other prescribed public authorities. The Companies Act does not describe it as a public register. When you buy a shelf company, the records must be corrected so that they show you, and the previous holder must disappear from them in an orderly way. The mechanics of the change are covered in the guide on transferring ownership.

The constitution

A shelf company arrives with a constitution written for nobody in particular. Check that it fits your intended use, in particular the share classes and the directors' powers. If you need changes, they are better made at the start than after the first bank application. See the constitution of an Authorised Company.

Central management and control

Tax residence in Mauritius turns on incorporation or on central management and control (section 73 of the Income Tax Act). A company incorporated in Mauritius is treated as non-resident if it is centrally managed and controlled outside Mauritius (section 73A), and it must still file an income tax return under section 116. A shelf company may carry minutes or resolutions from a previous controller. Make sure nothing in its record points to control from Mauritius, and plan how you will manage it from abroad: managing an Authorised Company from abroad explains the practical side.

Checks before you pay

Run these in order. Do not pay a deposit before the first three are answered in writing.

• Obtain proof of the FSC authorisation under section 71A and confirm its current status
• Confirm the registered agent is an FSC-licensed corporate service provider (Management Licence)
• Obtain the full corporate history: all former shareholders, directors and name changes
• Ask for evidence that all FSC and Registrar fees due have been paid
• Check that the annual financial summary has been filed for every completed financial year
• Review the beneficial ownership register and the register of members
• Confirm that the company has never traded, held a bank account or incurred liabilities
• Read the constitution and decide whether it needs to be amended
• Ask what happens to the company's records and its registered agent file on transfer
• Put the seller's statements in the sale agreement as warranties

If a seller cannot answer these in writing, the shelf company is not ready-made in any sense that helps you.

The role of the registered agent

An Authorised Company must have a registered agent in Mauritius at all times, and that agent must be an FSC-licensed corporate service provider (Management Licence) (section 71A(7)(a) FSA). Its duties include filing the returns and documents required by the FSA, the Income Tax Act or the Companies Act, passing on communications with the FSC, the Mauritius Revenue Authority and the Registrar, applying the anti-money laundering and countering the financing of terrorism (AML/CFT) measures, and keeping the records, including minutes, resolutions and transaction documents (section 71A(8) FSA).

Two consequences follow for a buyer:

1. The agent will carry out its own due diligence on you as the new owner. Under the Financial Intelligence and Anti-Money Laundering Act (FIAMLA), a company service provider is a reporting person, and each reporting person must identify, assess and understand its money laundering and terrorist financing risks, including those linked to customers and geographic areas (section 17, as amended by Act 3 of 2026, in effect from 18 April 2026). Expect questions and documents.
2. If you want to use a different agent from the one attached to the shelf company, the application to appoint a new one must be accompanied by the fee set by the FSC Rules (section 71A(7)(b), in force since 1 August 2024). Ask the seller whether the existing agent will remain.

For the questions that help you compare providers, see questions to ask an offshore management provider. The registered office that comes with the agent is explained in the registered office guide.

Decision guide: shelf or new?

A few practical points tilt the choice:

The full opening procedure is not repeated here: see how to open an offshore company in Mauritius for the step-by-step path.

Risks that buyers underestimate

Unknown previous control. A shelf company has had at least one holder before you. That holder's identity matters to your bank and to your provider.

Wrong status for your activity. An Authorised Company cannot carry on the Fourth Schedule activities of the FSA unless the FSC Rules allow an exception: banking; professional management or administration of a collective investment fund or scheme; financial services; registered office, nominee, directorship or secretarial services for companies; and professional trusteeship (section 71A(4)). Check your plans against this list before buying.

Choosing the wrong licence type. A Global Business Licence company must be managed and controlled from Mauritius, carry on its core income-generating activities there, and have two resident directors, whereas an Authorised Company has its central management and control outside Mauritius. A ready-made company of the wrong type cannot simply be treated as the other.

Banking friction. Banks look at the full chain of ownership and the history of the entity. A shelf company with a short or unclear record can be harder to explain. See why banks refuse offshore company accounts.

Misleading sellers. The shelf-company market includes sellers who overstate what the company has. Treat unsolicited offers with caution and read offshore company scams and red flags.

Personal data. Your documents will be shared with the seller, the provider and possibly foreign parties. Under section 36 of the Data Protection Act 2017, personal data may be transferred outside Mauritius only on conditions, for example appropriate safeguards or the informed explicit consent of the person concerned. Ask who will hold your documents.

Costs to compare, without guessing

The price of a shelf company is set by the seller and is not regulated. When you compare it with a new incorporation, put the same items on both sides:

• the seller's price or the incorporation service fee;
• the FSC processing fee and the annual fee (including any prorated first fee);
• the Registrar's annual registration fee;
• the cost of changing the registered agent, if any;
• the cost of amending the constitution or the company name.

Add any arrears on the shelf company. A low headline price can disappear once arrears and late-payment uplifts are included. Whether the structure is appropriate for you at all is a separate question that depends on your tax residence, your activity and the rules at home; this page is general information and does not replace advice from a qualified adviser.