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Compliance

Company Compliance in Mauritius 2026: Beneficial Ownership and New Rules

·Laure Estrella Dumont
Mauritian business owner reviewing compliance documents

Company compliance in Mauritius has become more stringent in 2026. The Budget 2026-2027 introduced new requirements for beneficial ownership disclosure, extended name reservation periods, and tightened reporting obligations. Companies that fail to comply face escalating penalties, starting at Rs 1,000 and increasing over time. Understanding these requirements is essential for every business owner, whether you operate as a sole trader or run a limited company.

This guide covers the key compliance requirements for businesses in Mauritius, including beneficial ownership rules, annual returns, statutory books, and audit obligations. We explain what each requirement means in practical terms, the deadlines you must meet, and the penalties for non-compliance. If you have not yet registered your business, our [CBRIS registration guide](/en/blog/cbris-online-registration-mauritius) walks through the initial setup process.

Beneficial Ownership Requirements

Beneficial ownership refers to the individuals who ultimately own or control your company, even if they are not listed as shareholders or directors. The Companies Act 2001 requires all companies to maintain a register of beneficial owners and to file this information with the Registrar of Companies. The 2026 Budget added a new requirement: you must now provide the date of birth of each beneficial owner, not just their name and address.

  • Beneficial owner: any individual who owns 25% or more of shares or voting rights
  • File the register with the Registrar within 14 days of any change
  • New 2026 requirement: include date of birth for each beneficial owner
  • Penalties for non-compliance: Rs 1,000 per company, escalating over time
  • Beneficial ownership now extends to societes (partnerships) under new rules

Annual Return Filing

Every company registered in Mauritius must file an annual return with the Registrar of Companies. The return is due within 28 days after your Annual General Meeting (AGM). For most companies, the AGM must be held within 6 months of the financial year-end. If your financial year ends on June 30, your AGM must be held by December 31, and your annual return filed by January 28.

The annual return (Form 28) includes details of your registered office, directors, shareholders, and share capital. You must also attach a copy of your financial statements. Late filing attracts penalties of Rs 1,000 initially, with additional penalties of Rs 200 per week for continued non-compliance. The Registrar has the power to strike off companies that fail to file annual returns for extended periods.

Statutory Books and Records

Companies must maintain proper statutory books at their registered office or a place notified to the Registrar. These books include the register of members, register of directors, register of beneficial owners, minutes of board meetings and general meetings, and a register of charges (loans secured against company assets). The books must be available for inspection by members and the Registrar.

  • Register of members (shareholders)
  • Register of directors and their personal details
  • Register of beneficial owners (with dates of birth from 2026)
  • Minutes of all board meetings and general meetings
  • Register of charges (loans and security interests)
  • Copies of all written resolutions

Audit Requirements

Private companies in Mauritius are required to have their financial statements audited unless they qualify for an exemption. The exemption applies to companies with annual turnover below Rs 10 million, total assets below Rs 10 million, and fewer than 20 employees. Even if you qualify for the audit exemption, you must still prepare financial statements that give a true and fair view of your company's financial position.

Companies that do require an audit must appoint a qualified auditor within 30 days of incorporation. The auditor must be independent of the company and its directors. The audit must be completed within 6 months of the financial year-end, and the audited financial statements must be presented at the AGM. Our [tax season guide](/en/blog/tax-season-guide-self-employed-women-mauritius) explains how these requirements affect your tax filing obligations.

Penalties for Non-Compliance

The penalties for non-compliance are designed to be progressive, meaning they increase the longer you remain out of compliance. Late filing of annual returns starts at Rs 1,000, with additional penalties of Rs 200 per week. Failure to maintain statutory books can result in fines of up to Rs 50,000. In extreme cases, the Registrar can strike your company off the register, which means it ceases to exist as a legal entity.

  • Late annual return: Rs 1,000 + Rs 200/week
  • Failure to maintain statutory books: up to Rs 50,000
  • Failure to file beneficial ownership: Rs 1,000 per company
  • Strike-off for extended non-compliance
  • Directors may be personally liable for company debts if trading while insolvent

Compliance Calendar

Mark these dates in your calendar to avoid penalties. The key deadlines are the AGM (within 6 months of year-end), annual return filing (28 days after AGM), beneficial ownership updates (within 14 days of any change), and VAT returns (monthly or quarterly by the 20th). Setting up a compliance calendar at the start of each year ensures you never miss a deadline.

Need help with company compliance? [Contact us](/en/contact) for a free consultation and let us handle the filings while you focus on your business.

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