CIS Closed-End Funds in Mauritius
A Closed-End Fund (CEF) operating as a Collective Investment Scheme (CIS) in Mauritius is an investment vehicle that raises capital during a defined offering period and does not provide regular redemption rights to investors. This structure is particularly well-suited for investments in illiquid asset classes such as private equity, venture capital, real estate, and infrastructure.
Under the Securities Act 2005 and the Securities (Collective Investment Schemes and Closed-end Funds) Regulations 2008, closed-end funds in Mauritius benefit from a well-defined regulatory framework administered by the Financial Services Commission (FSC).
Key Features of Closed-End Funds
- Fixed capital base — Capital is raised during the offering period and fixed thereafter; no ongoing subscriptions or redemptions
- Defined fund life — Typically 7-12 years for PE/VC funds, with possible extensions
- Capital calls — Investors commit capital upfront but funds are drawn down as investment opportunities arise
- Distribution waterfall — Returns distributed according to a predefined waterfall structure (return of capital, preferred return, carried interest)
- Illiquid investments — Ideal for assets that require a long holding period before realization
Legal Structures
Limited Partnership
The most common structure for PE/VC closed-end funds. Offers tax transparency and is familiar to institutional investors globally.
GBC Limited Company
A GBC structured as a closed-end fund, providing access to DTAs and the 3% effective tax rate through the partial exemption regime.
PCC Structure
Multiple investment strategies within a single fund vehicle, with segregated assets between cells.
Regulatory Framework
| Requirement | Details |
|---|---|
| License | CIS license from FSC |
| Fund Manager | Must hold CIS Manager license |
| Custodian | Required — licensed bank or custodian |
| Auditor | Required — annual audit |
| Minimum investors | No minimum (Professional Investor Fund: min USD 100,000 per investor) |
| Reporting | Annual financial statements, quarterly reports to FSC |
Investment Strategies
- Private equity — Buyout, growth equity, and mezzanine investments across Africa, Asia, and globally
- Venture capital — Early-stage and growth investments in technology and innovation
- Real estate — Commercial and residential property portfolios, development projects
- Infrastructure — Energy, transport, and telecommunications projects, particularly in Africa
- Natural resources — Mining, agriculture, and forestry investments
- Distressed assets — Turnaround and special situations investing
Fund Lifecycle
- Fundraising period — 6-18 months to secure investor commitments
- Investment period — 3-5 years to deploy committed capital into target investments
- Holding period — 3-7 years to manage and grow portfolio companies
- Divestment period — 2-4 years to exit investments and distribute proceeds
- Wind-down — Final distributions, reporting, and fund dissolution
Tax Advantages
Closed-end funds structured as GBCs benefit from Mauritius's favorable tax regime:
- Effective corporate tax rate of 3% through partial exemption (80% deemed foreign tax credit)
- No capital gains tax in Mauritius
- Access to 45+ DTAs for investments in treaty partner countries
- No withholding tax on distributions to non-resident investors
- Tax-transparent structures available through limited partnerships
Launch Your Closed-End Fund
Sunibel Corporate Services Ltd provides end-to-end services for establishing closed-end funds in Mauritius, from initial structuring through ongoing administration and compliance. Contact us to discuss your fund project.