Mauritius changes beneficial ownership rules under the Finance Act 2025.
Written by Dharmesh Naik,
Mauritius has tightened its beneficial ownership (BO) and ultimate beneficial ownership (UBO) regulations. Through the Finance Act 2025, several amendments were made to the Companies Act 2001, elevating UBO disclosure from a routine administrative duty to a foundational pillar of the country’s Anti-Money Laundering (AML) and Combatting the Financing of Terrorism (CFT) compliance framework.
For businesses operating in Mauritius, these changes introduce new documentation obligations, stricter record-keeping requirements and firm compliance deadlines.
Who qualifies as a UBO
The Companies Act defines a beneficial owner or UBO as any natural person who ultimately owns or controls a company, or on whose behalf a transaction or activity is conducted. This includes individuals who exercise control through direct or indirect ownership of shares, voting rights or other ownership interests. Where no such natural person can be identified, the law defaults the UBO status to the natural person who otherwise controls the company or acts as its executive director.
What the amendments require
Under the amended Section 91 of the Companies Act, companies keep an updated record of the exact actions taken to identify their BOs or UBOs. Crucially, the Finance Act 2025 mandates that this identification process includes a formal, written declaration signed by the beneficial owner or UBO themselves, confirming their status.
Companies are required to maintain a separate internal register of beneficial ownership, detailing the BO’s full name, residential address, national identification or passport number, nationality and the ownership structure that identifies them as the UBO.
The obligation is ongoing. BOs and UBOs are legally required to notify the company of any change in their status, including shifts in shareholding, the introduction of new controllers or events such as the death of a UBO.
Incorporation and regulatory oversight
Any new application for company incorporation now explicitly includes a declaration regarding beneficial ownership. The Registrar of Companies is also required to maintain a central Beneficial Ownership Register, accessible to competent authorities for investigations and regulatory oversight.
Companies are additionally required to appoint an Authorised Officer and an Alternate Officer who are residents of Mauritius.
Compliance deadlines and penalties
To ensure a smooth transition, the Finance Act 2025 provides a strict statutory deadline. Any company incorporated before the commencement of these new amendments fully complies with the written declaration and identification requirements no later than 30 June 2026. Notably, this 30 June 2026 deadline has also been applied to entities governed by the Limited Liability Partnerships Act and the Limited Partnerships Act.
What this means for your business
The Finance Act 2025 amendments signal that Mauritius is aligning its corporate compliance standards with international AML and CFT expectations. For businesses with existing structures in Mauritius, the 30 June 2026 deadline is approaching and the requirements are specific.
Businesses with structures in Mauritius should review their BO and UBO records now, confirm that written declarations are in place and seek expert guidance on any gaps in their current compliance framework.
