Software and SaaS Businesses in an Offshore Company

A founder who sells subscription software to customers in many countries often asks whether a SaaS offshore company in Mauritius is the right container for the business. The structure most people have in mind is the Authorised Company, a Mauritian company that is owned by non-citizens, runs its business mainly outside Mauritius and is managed from abroad. It is a legal form, not a shortcut: whether it suits a software business depends on where the founder lives, where the customers are, and how the revenue is collected.

This page covers the fit for subscription software, the payment chain, and how customers and counterparties tend to react. It gives general information, not advice; the answer to most of these questions depends on your own situation and should be tested with a qualified adviser.

What an Authorised Company is, in software terms

Under section 71A of the Financial Services Act 2007, a company incorporated under the Companies Act is required to obtain Authorised Company status from the Financial Services Commission (FSC) when three conditions are met: a majority of its shares or voting rights is held or controlled by a person who is not a Mauritian citizen, it carries on its business mainly outside Mauritius, and its central management and control sit outside Mauritius. The meaning of the term is explained in more depth on the page about the Authorised Company definition.

For a software business, the second and third conditions do the real work. A product sold online to customers abroad, built by people who are not in Mauritius, fits the "business outside Mauritius" description naturally. A product whose customers and decision-makers are in Mauritius does not, and the page on trading inside Mauritius explains why.

The Income Tax Act treats both a Global Business Licence holder and an Authorised Company as a "global business entity". The differences between the two vehicles are set out elsewhere on the network; the short version is that an Authorised Company is managed from outside Mauritius and may not carry on the Fourth Schedule activities, whereas the other vehicle must be managed and controlled from Mauritius.

Why subscription software is a reasonable candidate

Subscription software has several features that match the structure well:

• No physical goods. Nothing is shipped through Mauritius, so there is no customs or stock question to resolve.
• Customers everywhere. Revenue is spread over many jurisdictions, which is the profile the legislation has in mind when it speaks of business conducted mainly abroad.
• A small team. Many early-stage software companies have one or two founders, which fits a company with a single shareholder and a single director who does not have to live in Mauritius.
• Recurring, predictable costs. The Authorised Company carries a processing fee at the start and an annual fee afterwards, which suits a business that wants to budget a fixed compliance cost.

Equally important is what the structure does not do. It does not move the founder's tax residence, and it does not change what the founder's home country says about foreign companies they control. Those questions are covered in the guides on controlled foreign company rules and on permanent establishment risk, and they are usually the deciding factors for software founders.

Fit at a glance

Costs on the FSC side

The FSC revised its fee schedule with effect from 1 July 2026, through the Financial Services (Consolidated Licensing and Fees) (Amendment) Rules 2026 (Government Notice No. 119 of 2026). For an Authorised Company the schedule is as follows.

The first annual fee is pro-rated according to the quarter in which the authorisation is granted. A fee paid late rises in steps, and the amounts are set out on the page about annual fees. In its communiqué of 10 July 2026, the FSC explained that processing fees had not changed since the 2008 rules and that annual fees had not been reviewed since 2019. These figures are charges levied by the regulator; they do not include the fees of the registered agent, which are agreed separately.

The registered agent and the paperwork

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). The application for authorisation is itself filed through such a provider. For a software founder this has a practical consequence: the provider is the contact point with the FSC, the Mauritius Revenue Authority and the Registrar, handles anti-money-laundering checks and keeps statutory records such as minutes and resolutions.

The company must also identify its beneficial owner and record the details in a separate register under section 91(3A) of the Companies Act 2001. The Registrar of Companies keeps a Beneficial Ownership Register, which is open to competent authorities and prescribed public authorities; the Companies Act does not describe it as a public register. Whether that gives the owner real privacy in practice is discussed on the page about ownership privacy.

Each year the company files a financial summary with the FSC, no later than six months after the end of its financial year. The routine is described on the annual obligations page and in the yearly checklist.

Getting paid: the payment chain

Most of the practical difficulty for a SaaS business lies in collecting money, not in forming the company. A typical chain looks like this:

Three points deserve attention.

The processor decides whether to accept the company. Card and wallet providers carry out their own checks on the legal entity, its beneficial owner and its business. Their policies differ and change, and a refusal is not a statement about the legality of the company. The guide on taking online payments explains what these providers tend to ask for, and the page on why banks refuse offshore accounts covers the same problem on the banking side.

A bank account is a separate project. The Authorised Company is not entitled to an account simply because it exists. Choices and trade-offs are set out on the page about banking options.

Sales taxes may still apply. Selling digital services to consumers in another country can trigger indirect tax obligations there, whatever the seller's country of incorporation. For European customers, see the guide on VAT for EU sales.

How customers and partners see the company

Perception depends on who is buying.

Consumers and small teams

A person who subscribes to a project-management tool or a design plug-in rarely looks at the seller's place of incorporation. What matters to them is the billing descriptor on the card statement, clear terms, a visible support channel and a refund policy. Few customers will object to a Mauritian entity if these are in order.

Enterprise and regulated buyers

Larger customers run procurement and vendor due diligence. They may ask for the registered address, the identity of the owners, evidence of good standing and sometimes a data-processing agreement. A company with a clear contract template, a transparent ownership chart and a professional registered agent answers these requests more easily than one that hides behind generic wording. The wider question is treated in the guide on how clients and suppliers perceive an offshore company.

Investors and acquirers

Venture investors and acquirers usually want to understand the entire structure, including where the code is developed and who owns it. That subject is handled on the intellectual property page and is not repeated here; what matters at this stage is that an unusual structure can lengthen due diligence and that the founder should expect questions.

Where the structure runs out of room

An Authorised Company is not a fit for every software model.

• Payment, advisory or financial products. Software that performs regulated financial services may fall within the activities an Authorised Company cannot undertake, unless the FSC Rules provide an exception. The relevant licence regimes are separate, and the page on crypto and digital asset businesses shows how sharply the line is drawn.
• Management from Mauritius. If the founders live in Mauritius and run the company from there, the central-management condition is in doubt. See the guide on managing the company from abroad.
• A growing team. Hiring staff in one country can create a taxable presence there, and the page on hiring staff and contractors shows what to check before the first contract.
• Payments to and from abroad. Withholding taxes on service fees and royalties depend on the countries involved; see withholding tax on payments received.
• Operating without authorisation. A company that acts as an Authorised Company without the required authorisation commits an offence punishable by a fine of up to MUR 1 000 000.

If the model goes beyond these limits, the page on when an Authorised Company is no longer enough describes the alternatives. Founders of apps and games will also find sector-specific notes in the app and game developers page.

Questions to settle before you decide