A Protected Cell Company (PCC) is a Special Purpose Vehicle that is a single legal entity comprising a core cell and several non-core cells. The assets and liabilities of each cell are legally separate from the assets and liabilities of any other cell and are hence legally protected from the failure of the other non-core cell.

PCCs in Mauritius are governed by the Protected Cell Companies Act 1999 and are widely used by collective investment schemes and closed end funds, insurance businesses, external pension schemes and private equity companies for the following main reasons:

  • An indefinite number of cells can be established;
  • Simplifies administration and reduces the costs of operation;
  • Regulatory compliance is for one legal entity, and
  • Ring-fencing of risks and losses, among others.

The PCC allows for more security and flexibility for international investment structuring.

A PCC may be set up as a newly incorporated entity, conversion of an existing company into a PCC or continuation of a company incorporated in a foreign jurisdiction being registered as a PCC to conduct activities in Mauritius, provided it satisfies the requirements as prescribed in the Companies Act 2001 and the Protected Cell Companies Act 1999.

A Protected Cell Company is liable to income tax as a single legal entity at the rate of 15%. However, for a Global Business Company, certain categories of income such as dividends from foreign sources and interest from foreign sources, are subject to an 80% exemption. In this context, the effective rate on these incomes does not exceed 3%.

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