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Mauritius GBL1 vs Seychelles CSL Company, which is best?

Fliba

Fliba

Corporate Services
Business Angel
Jan 7, 2009
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#1
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Have been looking into this for some time, we are planning to offer some financial services for our existing clients (investments) the project is not public, now I was wondering, I read that a Mauritius GBL1 company is the best and widely most used company type when it comes to financial corporations, at the other hand, I was reading about the Seychelles CSL company which is much cheaper and faster to incorporate, any ideas what the best is?


Please answer with up's and down's not just that Mauritius or Seychelles is the best, thank you.
 
#2
You may be interested in reading about the Seychelles Special License Companies (“CSLs”) as the below,


The Seychelles Special License Company – (or "CSL" as it is better known) - is a relatively new product which came about by virtue of the passing of the Seychelles Companies (Special Licenses) Act in 2003.


Having seen the success enjoyed by the Mauritius International Financial Services sector (which utilized its “DTA” - its Double Tax Avoidance Treaty - with India as the basis for creating a lucrative company product) Seychelles, with a number of favorable DTAS (including with behemoths China and Indonesia) saw the potential for creation of a similar product hence the passing into law of the Seychelles Companies (Special Licenses) Act. (A copy of the Act can be viewed by visiting the Downloads section of our website at Our Services).


Of added advantage is the CSL’s ability to sidestep blacklisting by onshore jurisdictions by virtue of its classification as a low-tax (as opposed to zero-tax like the IBC) Domestic Company. This helps facilitate easier conduct of its business abroad, attracting less suspicion and unwanted attention.


The CSL also has significant appeal to multi-national players as a tax-efficient vehicle for use in a number of areas including as an Intellectual Property Holding/Licensing company, as an intermediary holding company and/or as a services company (eg for provision of management services, consultancy services and more). You will want to look into the CCLOGIC who is offering a very competive plan for the formation of a Seychelles Special License company!
 
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#3
I would also like to draw your attention to the outlined benefits below:


The Main Benefits of the CSL include:


• Substantial Tax Savings on Withholding Tax (“WHT”) when repatriating dividends etc to clients investing in countries where Seychelles has favorable DTA treaties (Seychelles has extremely favorable treaties with China, Indonesia, South Africa, UAE and Belgium, amongst others, and soon will have a more favorable treaty with India than Mauritius once that treaty runs its term)


• Limited Physical Presence is required in Seychelles. The Company simply requires a Registered Office, a Local Secretary and two Local Directors (which can be Nominees)


• Ownership Privacy is Guaranteed – Details of beneficial owners are not publicly available and Nominee Directors can be used


• Nil Business Tax in real terms – Although the base rate of taxation is 1.5% a 100% credit is available for any taxes paid abroad which in the vast majority of cases results in a nil rate of taxation in Seychelles (and no WHT is applied when funds depart the Seychelles/CSL entity)


• Residency rights are available in Seychelles making it an extremely effective option for clients looking to shift their personal or Company’s place of tax residence


• No Personal Tax in Seychelles meaning dividends paid to owners living in Seychelles can be received tax free


• Low Cost: For clients looking to shift residence the cost is around a third of what it costs to set up tax residence in Dubai (and about a tenth of what it costs to shift to say Monaco).


Categories of Business that may be established as a CSL


Seychelles CSLs can carry on business in a number of specified categories including as:


• An international holding company


• A headquarters company


• A franchise company


• A marketing company


• A human resource services company


• A company holding intellectual property


• A Company in the business of providing investment management and advice


• An Offshore Bank


• An Offshore insurance/reinsurance company


• An investment company


• An International Trade Business (eg re-export, international trading in goods and services etc)


Directors & Secretaries


• 2 Directors are required as a minimum (NOTE: Corporate Directors are not permitted - only Natural persons can act as a Director of a Seychelles CSL)


• Directors need not be Seychelles resident (NOTE: It would be advisable for all or at least a majority of Directors to be Seychelles resident where a CSL is being established to gain access to a Seychelles Double Taxation Avoidance Treaty)


• Director’s meetings can be held anywhere


• Director’s names are recorded on a Public Register


• A CSL must have a Seychelles resident Licensed Company Secretary and a Registered Office in Seychelles


source: Seychelles CSL Company | offshore-company-formation


It has massive benefits compared to the Mauritius GBL1 company.... consider it.
 
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#4
I seeking some information on the Mauritius GBL1 company, so that we have something to compare in this thread. Thank you surender for sharing your information..... :)
 
#6
Maybe you should check for yourself, here is a little information about the Mauritius GBL1, I can already see why the Seychelles CSL is a better choice then the Mauritius, can you?

As defined under the Financial Services Development Act 2001, a GBL1 is a company engaged in qualified global business and which is carried on from within Mauritius with persons all of whom are resident outside Mauritius and where business is conducted in a currency other than the Mauritian rupee.


It is the recommended structure for individuals, body corporate, trust or partnership including limited liability partnership or a société for investment and other high profile business. A GBL1 may be locally incorporated or may be registered as a branch of a foreign company. Public companies, those engaged in banking, insurance and fund management, and companies wishing to benefit from the provisions of Double Taxation Agreements (DTAs), can only be incorporated as GBL1 companies.


Confidentiality is strictly observed in terms of the FSD Act. No person or body is authorized to disclose information or present documentation to any court, tribunal, committee of inquiry or other authority in Mauritius unless ordered to do so by a Court of Law on application by the Director of Public Prosecution for inquiry into the trafficking of narcotics and dangerous drugs, arms trafficking or money laundering as defined under existing legislation. Upon application to the FSC, full disclosure is required on the beneficial owners of the company. However, such information is not available for public inspection.


Qualified Global Business


As per the Second Schedule of the FSD Act, a GBL1 can engage in the following Qualified Global Business Activities:


Aircraft Financing and Leasing


Asset Management


Consultancy Services


Financial Services


Fund Management


Information and Communication Technology Services


Insurance


Licensing and Franchising


Logistics and/or Marketing


Operational Headquarters


Pension Funds


Shipping and Ship Management


Trading


Such other qualified global business activity as approved by the FSC.


CAPITAL, SHARES & SHAREHOLDERS


Capital


There is no minimum stated capital.


Capital can be denominated in any currency except Mauritian Rupee.


GBL1 are subject to no restrictions as to the distribution of their assets. They may purchase their own shares subject to the Solvency Test. The share may either be cancelled or held as treasury shares.


Shares & Shareholders


Registered shares, preference shares, redeemable shares and shares with or without voting rights.


Par value shares if any may be stated in more than one currency.


Minimum of 1 shareholder and same rule applies if the company is a wholly owned subsidiary.


Shareholders may be individual or corporate entity.


Shares may be subscribed by nominees but beneficial owners should be disclosed.


Annual meeting must be held every year not later than 15 months after previous meeting, and not later than 6 months after balance sheet date. Meetings need not be held in Mauritius.


TAXATION & TAX SITUATION


Taxation


GBL1 companies are resident in Mauritius for tax purposes.


There are no capital gains tax, and no withholding tax on payment of dividends, interests or royalties.


No stamp duties or capital taxes.


No inheritance tax.


GBL1 companies are liable to taxes at the rate of 15%.
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Di you found the major difference? a Seychelles CSL is only liable for 1,5% where a Mauritius GBL1 company has 15% - the 1,5% can be elimated by having a intermidary Cyprus company!!!
 
#8
You have a point in the fee EUR 2.500 = US$3.450.00 thats half the price, however, I'm not a huge fan of safing a few dollars here and there, as it has been mentioned many times here on the forum, it is my business and it need to be hold by a management which is reliable and also will exist in 2 and 3 years.


I begin to get a picture of what the best might be for me, just keep the information stream coming. In regards to the 15% tax a Mauritius GBL1 company has to pay, does Mauritius don't have any double tax treaties with European countries or the US? if so it should eliminate the tax somehow.
 
#9
Can someone tell me how a Mauritius GBL1 vs Seychelles CSL differs from a Offshore IBC? Don't have a clue at all!
 
#10
sure thing flofi :D For financial services and investments companies you will normally need a license, the major benefits are as the below:


Category 1 Global Business Licence Company (GBL 1)


A GBL 1 is a company incorporated under the laws of Mauritius that holds a valid licence and carries out the activities approved by the regulatory authority, the Financial Services Commission (FSC). It is regulated by the Companies Act


2001 and the Financial Services Act 2007 and satisfies the following conditions:


- Carries business from within Mauritius with persons all of whom are resident outside Mauritius


- Transacts in a currency other than the Mauritian rupee


- Is locally incorporated or registered as a branch of a foreign company Characteristics


This vehicle is widely used by tax practitioners and businessmen for corporate structuring. GBL 1 companies are resident in Mauritius for tax purposes and thus benefit from the country’s tax treaty network.


- It is taxed up to a maximum rate of 3%. In fact a GBL1 company is liable to tax at the rate of 15% on chargeable


income, but the company is entitled to credit for actual foreign tax suffered or if lower, deemed tax of 80% of Mauritius tax


payable, which reduces the effective tax rate to a maximum of 3%. <- Not sure why jPay says 15%, what is the true figure we are looking at?


- No capital gains tax


- No withholding tax on outward remittances


- No thin capitalisation rules


- No inheritance tax


- No minimum stated capital


- No exchange control requirements


- Name of beneficial owners known only by the management company, the bankers and the FSC who have all a duty of confidentiality
 
#11
The fact that it is not allowed to conduct business in the Seychelles nor Mauritius which has character to be financial services or investments makes both company types very attractive to certain business industries.
 
#12
But some is allowed to do private investments right? Means if I want to do Forex Trading or other investements with the company just for my own purpose it is okay as far as I know.
 
#13
True, private Forex Trading for own purpose or Investments is not a problem with a Seychelles IBC at all.
 
#14
Now we have been comparing the Mauritius GBL1 and Seychelles CSL (The Special License Company), so what I was looking for is how long does it take to incorporate a Mauritius GBL1 Company and how long does it take to incorporate a Seychelles CSL company?
 
#15
I got informed that a Mutual Fund is the solution in the Seychelles for Forex Trading, e-currencies and other financial business as long with the below information:

Thank you for your interest in our services and more specifically the incorporation of a Seychelles Licensed Mutual Fund. We will help you incorporate your Seychelles licensed Mutual Fund quickly and easily without the hassle of trying to do it yourself.
You will find our Proposal including fees and information attached.


In the Seychelles context a company which “collects and pools investor funds for collective investment purposes” must obtain a Fund license.


According to the Act a Mutual Fund:


(a) Means a company unit trust or partnership that collects and pools investor funds for collective investment purposes including hedge fund purposes or with the aim of spreading investment risks, and issues equity interests enabling investors in the mutual fund to receive or have the right to receive a portion of profits or gains derived from the investments, and


(b) Includes – (i) an umbrella fund whose equity interests are split or segregated into different funds or sub funds;


(ii) a hedge fund


The act later goes on to make it an offence for a Seychelles entity to carry out such activity without a Mutual Fund license.


I believe what you have described probably fits within the definition of Mutual Fund. What do you think?


Alternatively you may be able to proceed instead as a Collective IBC without having to apply for a Fund license provided the investors cannot compel the company to redeem their shares. If the investors are to be afforded the right to redeem shares then the collective IBC will be licensable as a Fund.


I do have some queries meantime which I will need answered before I can tender a definitive solution:


1. What does the fund intend to invest in? What is it’s proposed investment/business strategy


2. What are the qualifications/experience of the promoters?


3. What’s the typical investor profile?


4. What promises have been made to or what indications have been or will be given to investors re likely rate and frequency of return?


5. Will the investors be able to redeem their shares if so how and when?


6. What is the preferred structure of the Fund (eg Company? Unit Trust? Limited Partnership?) and your client’s relationship to it?


7. Will your clients be pooling funds with the investors in the Collective Vehicle? If so what we could so is we could tailor the Memorandum and Articles of Association of the Collective Company such that two classes of share are created (a) shares with full rights and entitlements (ie the promoter’s shares) and (b) shares with full entitlements but no voting rights.


Regardless of which way you go it would be advisable to have the investors sign an investment/share subscription agreement setting out the terms of the business deal between them and the company including for example:


• rights to returns etc (if any)


• the promopters ability to invest the funds


• the responsibilities/role of the promoters


• how share values are to be calculated upon redemption


So in short to move forward with a collective investment venture as planned you will need as a minimum:


1. A specially tailored Memorandum and articles of association


2. A specially worded investment/subscription agreement


3. (Maybe, I’ll need to some legal research on this) a shareholder’s agreement


4. A new IBC


I’ve taken the time to prepare a formal proposal for you and your clients to consider, see attached.


When you’ve had the time to read and digest let’s convene a conference call to discuss.
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So that means I will have to proof that I have USD 1 million if I was go to register a Mutual Fund in the Seychelles for Forex trading / license, does anyone know how the regulations are in Mauritius, Panama, Belize, Curacao, Singapor etc ?
 
#17
if lower, deemed tax of 80% of Mauritius tax
payable, which reduces the effective tax rate to a maximum of 3%. <- Not sure why jPay says 15%, what is the true figure we are looking at?
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Hi Fliba,


Ok you are way ahead of me here! could you explain what you mean in the above sentence please? How is Mauritius tax only 3%?


thank you
 
#18
You may consult a tax or legal advisor or the CSP who will help you in Mauritius to setup a GBL1 or GBL 3! I must tell you that things have changed since this thread have been started, still you can find benefits a GBL1 / 3 offers.
 
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