MAURITIUS A jurisdiction of choice

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1 MAURITIUS A jurisdiction of choice Equinoxe Alternative Investment Services (Mauritius) Limited offers various local services in addition to the services provided by Equinoxe globally.

2 WHY MAURITIUS? Strategically located off the East Coast of Africa, Mauritius is a gateway to Africa and Asia with favourable trade links to India, China, South Africa and the United States of America Highly recognised by international organisations such as the Organisation for Economic Cooperation and Development (OECD), the Financial Action Task Force (FATF) and the World Bank (WB) A Sovereign democratic state and a member of the Commonwealth. Mauritius has long-established international relations with the United Nations. Exempt from Capital Gains Tax and no withholding tax on dividends, interests or royalties Tax liability up to a maximum of 3% on business profits in Mauritius. 15% maximum tax rate for corporates and individuals No exchange controls and free repatriation of profits Occupation and residence permits for eligible expatriates within three days, and business licences/permits generally within 15 days 34 active Double Taxation Avoidance Treaties (DTAs) Flexible company and trust legislation Stock exchange open to foreign investors Infrastructure and regulation for specialised financial services Sound corporate governance code based on international norms A bilingual, qualified and high calibre workforce Low cost administration and support staff Politically and economically stable Favourable time zone (GMT+4) Sophisticated telecommunications, business and IT infrastructure

3 The use of Mauritius as a fund domicile has recently surged, in the wake of new fund and securities regulations adding confidence and impetus to Mauritius as a jurisdiction. The combination of the relatively low rate of taxation, together with the access to the vast network of double taxation avoidance treaties, make Mauritius one of the preferred routes for foreign investment into emerging economies such as India and China, as well as countries on the African continent. SETTING UP A FUND IN MAURITIUS Legal and Regulatory framework A Global Fund may be set-up as a company, a trust, a protected cell company or a limited partnership. A Global Fund that wishes to avail of the benefits of Double Taxation Agreements (DTA s) will be specifically structured as a Global Business Category 1 (GBC1) Fund, whereas those that propose to conduct investment solely in countries which do not have a DTA with Mauritius may be structured as a Special Purpose Fund. A Special Purpose Fund is exempt from taxation in Mauritius. Types of Funds There are a number of different categories of investment funds regulated in Mauritius: i. Collective Investment Schemes (CIS) A Collective Investment Scheme has the following characteristics: sole purpose is the collective investment of funds in a portfolio of securities, or other financial assets, real property or non-financial assets as may be approved by the FSC operation is based on the principle of diversification of risk has the obligation, on request of the holder of the securities, to redeem them at their net asset value, less commission or fees the participants do not have day to day control over the management of the property II. Close-Ended Funds A close-ended Fund (or closed-end Fund) is a CIS that has a fixed number of shares. It is usually the favoured type of vehicle for Private Equity Funds. Close Ended Funds are exempt from a number of requirements normally applicable to Public CIS. III. Professional Collective Investment Schemes (PCIS) A PCIS offers its shares solely to sophisticated investors or as private placements. The Professional CIS is exempted from most ongoing obligations/regulations generally imposed on Public CIS. IV. Specialised Collective Investment Schemes A Specialised Collective Investment Scheme is restricted to investments in real estate, derivatives, commodities or any other product authorised by the FSC. Prior to applying for such a scheme, approval has to be obtained from the FSC as to whether or not such a scheme would be authorised. V. Expert Funds An Expert Fund is a fund which is only available to Expert Investors. An Expert Investor is an investor who makes an initial investment for his own account of no less than $100,000. The Expert Fund is exempt from most on-going obligations/regulations generally imposed on Public CIS.

4 SETTING UP A CORPORATE STRUCTURE IN MAURITIUS Mauritius introduced global business incentives in 1992 and is now recognised as a leading regional financial hub. It has always featured on the G-20 white list for international financial centres. Legal and Regulatory framework Companies holding a Category One Global Business Licence ( GBC1 ) are governed and regulated by the Companies Act 2001 and the Financial Services Act Key features of a GBC1 Registered Office must be in Mauritius Must have a resident secretary Must have two resident directors of appropriate calibre, capable of exercising independence of mind and judgment Board meetings should be held, chaired and minuted in Mauritius Primary bank account should be in Mauritius Does not have a minimum capital requirement except for specific activities May have access to Double Taxation Agreements (see Tax Treaty Network) Maintenance of all accounting records in Mauritius Must file annual audited Financial Statements with the Financial Services Commission ( FSC ) Must File Tax Returns in Mauritius Key features of a GBC2: Should have a registered office and agent in Mauritius, and its register of members, directors and secretary must be filed A corporate director is permitted Bearer shares are not allowed Board meetings may be held within or outside Mauritius An annual unaudited financial summary must be filed with the FSC within six months of the balance sheet date A foreign company may be re-domiciled in Mauritius as a GBC2 if the foreign law so permits and, thereafter, continue as a Mauritian Global Business Company MANAGEMENT COMPANY SERVICES Equinoxe provides fully fledged corporate management services including corporate secretarial services, directorship and other administrative services: Opening of the bank account Provision of registered office Provision of corporate directors Handling of transactions involving letters of credit Accounting services such as book keeping, preparation of monthly accounts and preparation of annual financial statements Any other activities connected to the administration of the commercial activity of the client The Category Two Global Business Company (GBC2) is a tax exempt, low cost vehicle which does not benefit from the DTAs that Mauritius has entered into with other countries.

5 HEDGE FUND ADMINISTRATION Our Fund Administration services include advisory services, NAV calculation, shareholder servicing, financial report preparation, audit coordination and liaison, independent directorship services, registered address, business and facilitation services, transactional support, corporate secretarial services, tax preparation services assistance and regulatory filings. As an independent third party administrator, we use institutional technology and procedures to provide a daily reconciliation of cash and security balances to the Prime Broker. Communicating with the investment manager, prime broker, custodian, payment bank, auditor, regulatory authority and stock exchange, we ensure that all income and expenses accruals are verified, all payments are authorised and that full KYC shareholder services are completed. PRIVATE EQUITY ADMINISTRATION Our integrated administration services apply to the full range of private equity strategies: Buyouts Hybrid/Distressed Venture capital Mezzanine financing Infrastructure Real estate Funds of PE Funds SPVs Growth capital Secondaries The fully integrated system provides a complete back office solution that includes a general ledger, investment module, automated carry waterfall distribution module and investor module, General Partner services, Portfolio Investor, and Limited Partners services. We can produce call and distribution letters, enter investment related expenses and valuations, and produce financial reporting packages. EQUINOXE TECHNOLOGY PLATFORM NavEgator, our proprietary technology platform, combines the best systems on the market with bespoke ancillary products. NavEgator is made up of Advent Geneva, Sungard Asset Arena, Calypso and HWM Mantra. These systems are highly automated, freeing up our teams to focus on exception processing and value added services. The data import and export flexibility in our systems means that we can ensure our clients receive reports in whatever format they desire. NavEgator links to Markit, Bloomberg and FTID, allowing full reconciliation of market values to prime brokers and investment managers. Equinoxe Alternative Investment Services (Mauritius) Ltd 12th Floor, Standard Chartered Tower, 19 Cyber City, Ebene, Mauritius P: F: E: ihossany@equinoxeais.com W: