Mauritius: Obligations related to Reporting Issuers

The Financial Services Commission (FSC) hereby informs the public of the recent amendment made to Rule 3 of Part II of the Securities (Disclosure Obligations of Reporting Issuers) Rules 2007 (the “Disclosure Rules”) which pertains to Compulsory Registration of Reporting Issuers.

The amendment relates to the addition of paragraph 3 after the existing paragraphs 1 and 2 of Rule 3 of the Disclosure Rules. Under paragraphs 1 and 2 of Rule 3 of the Disclosure Rules, reporting issuers have an obligation to register with the FSC by submitting the registration statement provided in the Schedule of the Disclosure Rules together with copies of certificate of incorporation, last financial statements and auditors’ reports.

Following the addition of paragraph 3 to Rule 3 of the Disclosure Rules (already effective as of date), reporting issuers shall now have an obligation to inform the FSC of any change in the information contained in the previous registration statement submitted by them and file an updated registration statement with the FSC within two weeks of the date of the change.

“Reporting issuer” is defined in section 86(1) of the Securities Act 2005 as an issuer:

(a) who by way of a prospectus, has made an offer of securities either before or after the commencement of this Act;

(b) who has made a takeover offer by way of an exchange of securities or similar procedure;

(c) whose securities are listed on a securities exchange in Mauritius; or

(d) who has not less than 100 shareholders.

The FSC also wishes to remind reporting issuers of all their disclosure obligations as provided in Part VI of the Securities Act 2005 and Parts II and III of the Securities (Disclosure Obligations of Reporting Issuers) Rules 2007. This includes the obligation for reporting issuers to submit their annual reports to the FSC and to make them publicly available within 90 days of the balance sheet date along with the obligation for quarterly financial statements/reports to be filed and made public within 45 days after the end of each quarter.

Updated copies of the Securities Act 2005 and the Disclosure Rules can be consulted on FSC’s website.