Crypto and Digital Asset Businesses: What an AC Cannot Do

Many founders searching for a crypto business offshore company in Mauritius assume that an Authorised Company (AC) is a ready-made vehicle for any online activity. It is not. An AC is a deliberately narrow structure, and several activities that crypto and digital asset businesses commonly perform sit outside it or require a separate licence from the Financial Services Commission (FSC).

This page separates three situations: businesses that only use digital assets, businesses that provide regulated services around them, and the licence routes that exist for the second group. It is general information, not advice. Where your answer depends on the exact activity, a qualified adviser must analyse the facts.

What an Authorised Company is allowed to be

Under section 71A of the Financial Services Act 2007 (FSA), a company incorporated under the Companies Act that is majority owned or controlled by a non-citizen of Mauritius, that conducts its business principally outside Mauritius and whose central management and control sit outside Mauritius must apply to the FSC for authorisation as an Authorised Company. Our page on the Authorised Company in Mauritius covers the basics.

The same section limits what an AC may do. Unless the FSC Rules provide an exception, an AC cannot carry on the activities listed in the Fourth Schedule of the FSA:

• banking;
• professional management or administration of a collective investment fund or scheme;
• financial services;
• head office, nominee, director or secretarial services for companies;
• professional trusteeship.

A company that operates as an AC without authorisation commits an offence punishable by a fine of up to MUR 1 000 000, the same ceiling that applies to carrying on global business without a Global Business Licence. The broader picture is in limits of an Authorised Company.

Why "financial services" matters for digital assets

The Fourth Schedule does not contain the word "crypto". The question is whether what you do amounts to banking, to financial services, or to managing someone else's money as a professional. If you hold client assets, run an order book, arrange exchanges between customers or manage a pooled investment product, you are very likely providing a financial service in substance, whatever label your website uses.

Mauritius has a dedicated regime for virtual asset activities, the Virtual Asset and Initial Token Offering Services Act 2021, under which the FSC licenses virtual asset service providers (VASPs). The practical consequence is straightforward: a company that provides these services needs the relevant FSC licence, and an AC is not a substitute for it.

Activity by activity

The table below shows how common crypto-related activities generally line up with the AC framework. It is a starting point for a conversation with an adviser, not a classification of your business.

If your plan sits in the first two rows, the AC question is mainly about tax residence of the owner, banking and substance. If it sits further down, the AC is the wrong vehicle before you even reach those questions.

Choosing a route: a quick decision tree

The licence routes

Virtual asset service provider licence

A company that provides virtual asset services applies for the relevant licence from the FSC. Its tax treatment is separate from that of an AC. The Income Tax Act exempts 80% of the income of a company holding a FSC licence for Payment Intermediary Services, Robotic and AI Enabled Advisory Services or Virtual Asset Service Provider, subject to substance conditions. For a VASP, the exemption applies only to income from the activities the licence covers. That is a conditional partial exemption, not a promise of any particular tax result, and the substance conditions must be met in practice.

The text of the exemption is in the Income Tax Act as consolidated by the Mauritius Revenue Authority; read it with an adviser rather than from a summary. Our page on taxation of an Authorised Company explains why the AC regime is a different question.

Global Business Licence route

The Global Business Licence (GBL) is the other licence in the Financial Services Act framework. A Mauritian-resident company majority owned or controlled by a non-citizen, conducting or intending to conduct business principally outside Mauritius, must apply for one under section 71(1) (banks licensed by the Bank of Mauritius are excluded).

The permanent conditions differ sharply from those of an AC:

A GBL application is filed through an FSC-licensed corporate service provider (Management Licence), and takes effect only if certified by a law practitioner, legal consultant or law firm as compliant with Mauritian law. The FSC may refuse where the planned activity is illegal, contrary to the public interest or could damage Mauritius's reputation as a financial services centre. For a prospective company, the FSC can issue a letter of intent setting out licensing conditions; it can be revoked at any time without reason and is not a promise of a licence.

These conditions are why moving from an AC to a Mauritian-managed licensed company is a real change of operating model, not a form. The Mauritian-managed route is a separate subject, and our page on when an AC is no longer enough shows the points at which owners usually reach that decision.

Where the AC still fits

An AC remains suitable if the digital asset element is incidental or limited to ownership: for example, a company that holds its own assets, or a developer selling software. Even then, the company is a "global business entity" for Income Tax Act purposes, which is a status, not a safe harbour. Section 71A(13) also deems an AC to conduct business outside Mauritius even where it carries out certain listed transactions, but this does not widen the Fourth Schedule restriction.

The role of your service provider

Every AC must have a registered agent in Mauritius, and that agent must be an FSC-licensed corporate service provider (Management Licence). The application for authorisation is filed through such a provider, and authorisation is granted by the Chief Executive on behalf of the Commission. See the provider behind your AC for what the relationship involves.

Providers are themselves subject to anti-money-laundering obligations under the Financial Intelligence and Anti-Money Laundering Act (FIAMLA), and the Companies Act requires every Mauritian company to keep a record of its beneficial owner and any nominee. Expect detailed questions about who owns the company, where the money comes from and what the company actually does. A crypto-related description attracts closer scrutiny, and it is one reason providers decline some projects. Before signing, check that the provider is licensed by the FSC.

Banking and perception

Even where the structure is legally sound, digital asset businesses often struggle to bank. Institutions assess the risk of the activity as well as the legal form of the company. Our page on why banks refuse offshore company accounts sets out the usual causes, and banking options for an offshore company lists what to prepare. Do not assume that a clean incorporation guarantees an account.

Legal, not just possible

Whether a structure is lawful depends on the activity, the owner's home country and the substance behind it. Read whether an offshore company is legal before you commit. Trading in currency markets raises its own questions, treated in forex trading legality.

When you have a defined activity description, you can write to us through the contact form and your request is relayed to an FSC-licensed provider who can assess it.