Financial Services Commission (FSC), capital market regulator has come up with CIRCULAR LETTER - CL200112 on the requirements for Limited Partnerships applying for a Category 1 Global Business Licence (“GBC1 licence”) pursuant to section 71 of the Financial Services Act 2007 (the “FSA”).
The Financial Services Commission (the “Commission”) is issuing this Circular Letter following the enactment of the Limited Partnerships Act 2011 (the “LPA”).
FSC Circular has cleared following issues of structuring LP as a GBC 1 in Mauritius:
Registered Agent
According to Section 2 of the LPA, registered agent includes a Management Company, where the Limited Partnership holds a GBC1 licence.
In this respect, the Commission shall require that a Limited Partnership holding a GBC1 licence, maintains at all times, a Management Company as its registered agent.
In this respect, the Commission shall require that a Limited Partnership holding a GBC1 licence, maintains at all times, a Management Company as its registered agent.
Conduct of Global Business
In considering the application, FSC shall ensure the principal of "Conduct of business being managed or controlled from Mauritius or not".
Ensuring above principle, FSC shall look into following conditions in relation to a Limited Partnership applying for a GBC1 licence, the FSC shall have regard to whether -
(a) at least one Partner of the Limited Partnership is:
(i) resident in Mauritius, where the partner is a natural person; or
(ii) incorporated, formed or registered under the laws of Mauritius, where the partner is not a natural person;
(b) the Registered Agent of the Limited Partnership is resident in Mauritius;
(c) the Limited Partnership will maintain or maintains at all times its principal bank account in Mauritius;
(d) the Limited Partnership will keep and maintain or keeps and maintains, at all times, its accounting records at its registered office in Mauritius; and
(e) the Limited Partnership prepares or proposes to prepare its statutory financial statements and causes or proposes to have such financial statements to be audited in Mauritius.
(a) at least one Partner of the Limited Partnership is:
(i) resident in Mauritius, where the partner is a natural person; or
(ii) incorporated, formed or registered under the laws of Mauritius, where the partner is not a natural person;
(b) the Registered Agent of the Limited Partnership is resident in Mauritius;
(c) the Limited Partnership will maintain or maintains at all times its principal bank account in Mauritius;
(d) the Limited Partnership will keep and maintain or keeps and maintains, at all times, its accounting records at its registered office in Mauritius; and
(e) the Limited Partnership prepares or proposes to prepare its statutory financial statements and causes or proposes to have such financial statements to be audited in Mauritius.
CDD Requirements for Limited Partnerships
Management Companies have the obligation to undertake effective customer due diligence (CDD) measures, and risk profiling procedures when establishing business relationships and throughout such relationships (the obligation being a continuing one).
Submission of Documents
When a Limited Partnership is applying for a GBC1 licence, the Management Company must submit the following documents to the Commission:
(a) the Partnership Agreement;
(b) CDD Documents on the General Partners, and CDD documents on the significant1 Limited Partners of the Limited Partnership;
(c) documents as provided under Rule 12 of the Financial Services (Consolidated Licensing and Fees) Rules 2008; and
(d) any other documents as may be required by the Commission.
(a) the Partnership Agreement;
(b) CDD Documents on the General Partners, and CDD documents on the significant1 Limited Partners of the Limited Partnership;
(c) documents as provided under Rule 12 of the Financial Services (Consolidated Licensing and Fees) Rules 2008; and
(d) any other documents as may be required by the Commission.
In addition, where the Limited Partnership holds another Licence2 under any of the relevant Acts, it shall comply with the requirements set out in the respective relevant Acts.
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