What is this filing about?
Section 127 of the Mauritius Companies Act 2001 (Act) deals with the filing of details of any security interest created by a company over its assets with the Registrar of Companies in Mauritius (ROC).
Details of which type of security interests need to be filed?
The provision refers to "charges" which under the meaning of the Act, refers to most forms of security interest without any territorial limit. The definition of "charges" even refers to "an agreement to give a charge" which gives a very wide scope to the filing requirement.
Who is concerned by this filing?
Every company incorporated under the Act or registered under the Act (such as foreign companies which have migrated to Mauritius).
When is this filing required?
The filing has to be done within 28 days from the date of the agreement creating the charge.
What needs to be filed?
The company has to file a duly completed prescribed form giving the main particulars of the charge. Since 2012, a certified copy of the agreement creating the charge also needs to be filed.
What are the consequences of non- compliance?
The Act does not specify the sanctions for non-compliance with Section 127 and the ROC has not issued any circular to that effect. However, it is a recommended filing as a matter of good governance and record keeping. In addition, as the registers kept by the ROC are public, lenders would usually be advised to insist on this filing so that third parties are informed of the existence of the charge in their favour.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.