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INTRODUCTION


Welcome to Adansonia’s first edition of Izindaba for 2020 and what an interesting year it has been. The COVID pandemic has brought about global changes and challenges; but I am happy to report that the Adansonia Group has dealt with these to date and largely it is business as usual.

We hope that you will find the articles contained in the newsletter of interest.


In this edition:

  • Post COVID-19 - The Future of Mauritius;
  • TWM Capital Trading Platform - Update;
  • Adansonia PE Opportunities Limited - Perfomance Update;
  • Overview of the Mauritian COVID-19 Bill;
  • Mauritian Regulatory and Statutory Updates.

POST COVID-19 - THE FUTURE OF MAURITIUS


Mauritius, which until the 24th May had completed 27 COVID free days, has recently identified 2 new imported cases, however the positive individuals were in quarantine, so essentially Mauritius continues to be COVID free. That said, Mauritius is still under lock down until the beginning of June with very little communication on how things will return to normal.


Of course, the Island is facing a lot of uncertainties with tourism and textiles having been decimated, and with the Offshore industry under threat from a potential blacklisting by the European Union.


Notwithstanding the challenges, we believe Mauritius has an incredible opportunity as a result of the pandemic, to re-invent and to re-establish its position as the substantive “Gateway to Africa”.


We have put together a high-level paper (in consultation with industry experts), as to how Mauritius emerges from the pandemic, which we thought might be an interesting read. Please click on the link below to read.


https://adansoniaholdings.com/report.php


TWM CAPITAL TRADING PLATFORM - UPDATE

The business operations of TWM Capital have not been impacted or affected throughout these testing times as a direct result of the measures put in place within the Adansonia group to ensure a continued service delivery of the highest standard. Furthermore, as a result of TWM’s primary operational industries being focussed on essential goods and services, predominantly within Europe and Africa, most of TWM’s suppliers have been able to keep operations going as per usual, albeit with certain logistical challenges, and similarly, most of TWM’s customers/consumers were also able to continue operating and distributing much needed goods.

TWM remains focussed on expanding its market exposure and actively engages market leaders in various industries to add value. TWM’s infrastructure and the combined experience of all role players has proven to be key contributing factors to ensuring the continued growth, but more importantly, the evolution of a dynamic platform for global expansion, not only of the TWM business, but also those businesses of our suppliers and customers, notwithstanding the challenges all businesses currently face.

For more information on the TWM Capital trading platform, please contact Wickus Smit (wickus@twmgroup.mu).


ADANSONIA PE OPPORTUNITIES LIMITED - PERFORMANCE UPDATE


Adansonia PE Opportunities Limited’s portfolio recorded a decline of 4.5% for the first quarter of 2020.


For a summary of the performance please click the link - https://adansoniaholdings.com/reports/2020/APEO-2020-Q1.html


OVERVIEW OF THE MAURITIAN COVID-19 BILL


The Covid-19 (Miscellaneous Provisions) Bill was approved on the 15th May 2020 and gazetted on the 16th May 2020. Its main objective is to cater for the impact of the Covid-19 on the economy and on businesses.


The Covid-19 period means the period from the 23rd March 2020 to the 1st June 2020 or such later date as the Prime Minister may, by regulations, prescribe under the Covid-19 (Miscellaneous Provisions) Bill.

We have summarised the key changes (effective from 23th March 2020) below, which we believe are relevant to our clients.

Statutory Changes:

The Companies Act has been amended to allow for the following:

  1. The Registrar of Companies may issue Practice Directions, guidelines or such other instructions, during the Covid-19 period or such further period, for the proper administration of the Companies Act.
  2. The time limit of 6 months post year end for holding annual meeting of shareholders has been extended to 9 months or such further period after the Covid-19 period lapses. There will be no requirement to hold annual meeting of shareholders during the Covid-19 period or such further period after the Covid-19 period lapses. The Registrar of Companies may issue such Practice Directions as may be necessary to determine the manner in which a meeting is to be held during the Covid-19 period or such further period after the Covid-19 period lapses.
  3. Section 162 of the Companies Act would not apply during the Covid-19 period or such further period after the Covid-19 period lapses. This is to avoid voluntary administration during the curfew period.
  4. Section 210 of the Companies Act, in relation to the Obligation to prepare financial statements has been amended such that the time limit for preparing financial statements for a company shall be 9 months after the balance sheet date or such further period, as the Registrar may determine, after the Covid-19 period lapses. (Note that this is not applicable to authorised companies. Hence, the timeline for authorised companies to submit their financial summary to the Financial Services Commission will still be 6 months after balance sheet date).
  5. The requirement for domestic companies (not global business companies or authorised companies) to submit financial summary / statements to the Registrar within 28 days from the date of annual meeting of shareholders has been extended to 3 months or such further period after the Covid-19 period lapses.

The Financial Services Act has been amended to allow for the following:

  1. A Board meeting may be held either by a number of the members who constitute a quorum being assembled together at the place, date and time appointed for the meeting; or by means of audio or audio and visual, communication by which all the members participating and constituting a quorum can simultaneously hear each other throughout the meeting.
  2. A resolution in writing, signed or assented to by all members then entitled to receive notice of a meeting, shall be as valid and effective as if it had been passed at a meeting duly convened and held.
  3. Any such resolution may consist of several documents, including facsimile, electronic mail or other similar means of communication, each signed or assented to by one or more members.

Bank of Mauritius empowerment:

The Bank of Mauritius Act has been amended to allow the Bank of Mauritius to grant such amount to the Government as the Board may approve, invest in shares, invest its foreign reserves in shares of entities set up to facilitate economic development and approve such grant from the Special Reserve Fund to assist Government in its fiscal measures to stabilise the economy of Mauritius.

Change to the Income Tax Act:

Employers (applicable to domestic companies only) who benefited from the Wage Assistance Scheme (“WAS”) shall be liable to pay to the Mauritius Revenue Authority, in respect of the year of assessment commencing on the 1st July 2020 or the 1st July 2021, a levy which will basically be the lower of the amount benefited under the WAS or 15% of the adjusted taxable profit.

Changes to the Insolvency Act:

  1. Where a resolution has been passed for voluntary winding up where the company is solvent and a liquidator appointed, such resolution shall be void if passed during the Covid-19 period or during a period not exceeding 3 months after the Covid-19 period. This change shall not be applicable to holders of Global Business Licences.
  2. The section 142 of the Insolvency Act which deals with Creditors’ meeting shall not be applicable during the Covid-19 period or during a period not exceeding 3 months after the Covid-19 period.
  3. The appointment of any receiver or any manager during the Covid-19 period shall be of no effect and shall be void.
  4. Where a meeting of first creditors has been called and the 10 days’ notice required for calling such meeting falls wholly or partly during the Covid-19 period, the meeting shall be held not later than 30 days after the Covid-19 period lapses.

Changes to Workers’ Rights Act 2019

  1. A new section has been added in relation to “Work From Home”, where an employer may require any worker to work from home provided a notice of at least 48 hours is given to the worker.
  2. An employer may during a period of 18 months following the expiry of the Covid-19 period, withhold up to 15 days’ annual leave, or such other number of annual leave as may be prescribed from the aggregate of the annual leave accrued to the worker, except where the worker has performed work during the Covid-19 period whereby the employer may then not withhold more than half of the stated annual leave.

MAURITIAN REGULATORY AND STATUTORY UPDATES:


The due date for transmission of FATCA and CRS information to the Mauritius Revenue Authority has been extended to 30September 2020.


The due date for payment of 2020/2021 annual licence fee is 1st July 2020. As usual, we have already started liaising with the Financial Services Commission to remit all annual fees as soon as possible to avoid last minute rush. We wish to remind all clients who have not yet settled their invoice pertaining to annual licence fee that the Company will not settle any licence fees out of pocket.