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Institutions Financières

Independent M&A and Capital Markets Advisory

Corporate Finance Advisory registration with the FSC authorises the provision of independent deal advisory, transaction structuring, and capital markets advice, the foundation of a credible M&A boutique or independent corporate finance practice.

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Aperçu

What is Corporate Finance Advisory?

The Corporate Finance Advisory licence permits the holder to provide independent advice on mergers, acquisitions, disposals, capital raisings, restructurings, and structured finance transactions. It is the natural registration for independent advisory boutiques, deal origination firms, and capital markets advisers seeking a regulated base from which to serve African, Asian, and international clients.

The FSC requires corporate finance advisers to maintain appropriate professional standards, manage conflicts of interest, and disclose their advisory relationships to clients. Mauritius's geographic positioning, broad treaty network, and credible regulatory framework make it an attractive base for advisory practices targeting cross-border M&A activity across Africa and Asia.

Aurevya supports Corporate Finance Advisory registration from initial scope assessment and FSC registration through client agreement frameworks, conflict of interest policies, and ongoing compliance, providing the regulatory foundation for a professionally run advisory practice.

FSC
Registered
Financial Services Commission registration providing regulatory standing for independent corporate finance advisory, a credible basis from which to advise on significant transactions across Africa, Asia, and international markets.
M&A /
Capital Markets
Full scope of corporate finance advisory, mergers, acquisitions, disposals, capital raisings, restructurings, and structured finance, covering the breadth of independent deal advisory mandates.
Independent
Advisory Standing
The FSC registration provides independent advisory credentials, enabling the practice to act as an independent financial adviser on regulated transactions and capital markets mandates requiring regulatory standing.

Scope of Authority

Caractéristiques clés

M&A Advisory
Authorised to advise on mergers, acquisitions, and disposals, providing independent valuation, deal structuring, negotiation support, and transaction management advice to buyers, sellers, and their boards across domestic and cross-border transactions.
Capital Raising
Providing independent advice on equity and debt capital raisings, structuring the offering, advising on pricing and terms, identifying and approaching investors, and managing the capital raising process within the FSC's regulatory framework for corporate finance advisers.
Deal Structuring
Expert advice on the optimal structure for complex transactions, including holding structures, earn-out arrangements, joint venture formations, restructurings, and demergers, combining regulatory standing with practical transaction expertise.
Transaction Management
End-to-end management of deal processes, project management, due diligence coordination, documentation review, regulatory approvals coordination, and completion mechanics, providing clients with a single point of advisory accountability through the transaction lifecycle.
Independent Counsel
The corporate finance adviser's role as independent counsel is fundamental, providing boards, shareholders, and investors with independent assessments of transaction fairness, deal terms, and strategic fit, free from the conflicts that can affect integrated bank advisory.
Conflict Management
The FSC requires corporate finance advisers to maintain robust conflict of interest policies, identifying, managing, and disclosing conflicts arising from advisory relationships, ensuring that clients receive genuinely independent advice on their transactions.

Processus

Comment ça fonctionne

01
Mandate Definition
We work with the applicant to define the corporate finance advisory mandate, the transaction types to be advised upon, client segments, geographic focus, and the professional profile of the advisory team, scoping the FSC registration requirements accordingly.
02
FSC Registration
Preparation and submission of the FSC registration application, corporate structure, business plan, key personnel qualifications, professional indemnity insurance, and compliance framework documentation, ensuring a complete and professionally presented application to the FSC.
03
Client Agreement Frameworks
Development of the client-facing engagement documentation required for FSC compliance, advisory mandates, fee disclosure arrangements, scope of services definitions, and confidentiality frameworks, providing the contractual foundation for professional advisory relationships.
04
Conflict Policy Implementation
Design and implementation of the conflict of interest policy required by the FSC, including identification and disclosure procedures, information barriers, and the conflict register, ensuring the practice meets the independence standards required of a regulated corporate finance adviser.
05
Deal Execution Support
Ongoing support for deal execution, providing the regulatory framework within which advisory mandates are conducted, and assisting with any FSC engagement or regulatory approval aspects of transactions where the adviser's regulated status is relevant.
06
Ongoing Compliance
Continuous compliance support, annual FSC reporting, renewal of professional indemnity insurance, updates to the conflict register, and compliance with any FSC guidance or regulatory changes affecting the corporate finance adviser registration.

Considérations pratiques

Exigences et calendrier

Exigences réglementaires

  • FSC registration as a Corporate Finance Adviser under the Financial Services Act
  • Qualified corporate finance personnel, relevant academic and professional qualifications
  • Conflict of interest policy, identification, management, and disclosure procedures
  • Client disclosure templates, advisory mandate, scope, and fee disclosure
  • Professional indemnity insurance appropriate for the advisory scope
  • Fit-and-proper assessment for key personnel and beneficial owners
  • Ongoing FSC reporting and annual return filing

Calendrier indicatif

  • Corporate Setup: 2–3 weeks from completion of KYC and structure documentation
  • Application Preparation: 3–5 weeks, professional qualifications documentation and business plan are the primary preparation elements
  • FSC Review: 8–14 weeks from submission, Corporate Finance Adviser registrations are generally processed more efficiently than licence applications
  • Operational Launch: 2–3 weeks post-registration for client agreement frameworks and operational setup

Questions fréquentes

Questions fréquemment posées

A Corporate Finance Adviser registered with the FSC may advise on a broad range of transactions, mergers and acquisitions, disposals, management buyouts and buy-ins, private equity investments, equity and debt capital raisings, corporate restructurings, demergers, joint ventures, and structured finance transactions. The scope of advice is not limited to transactions involving Mauritius entities, a Mauritius-based adviser may advise on cross-border transactions involving entities in other jurisdictions, leveraging Mauritius's geographic and treaty positioning to serve African and Asian deal flow.
The Corporate Finance Advisory registration covers the provision of advice on capital raisings, but where the adviser is also executing transactions (dealing in securities), arranging subscriptions, or receiving client money in connection with the raising, additional FSC authorisation may be required. The distinction between advisory and dealing activities is an important one, and the scope of services offered by a Corporate Finance Adviser should be carefully structured to remain within the advisory perimeter. Aurevya advises on structuring the advisory scope to maximise commercial utility while remaining within the Corporate Finance Advisory registration.
The FSC requires Corporate Finance Advisers to demonstrate appropriate professional expertise through the qualifications and experience of their key personnel. Relevant qualifications include professional accountancy qualifications (CPA, ACCA, CA), law degrees, CFA charterholder status, and significant transaction advisory experience at a recognised financial institution or law firm. The FSC assesses qualifications in the context of the proposed advisory scope, a boutique advising on African M&A will need to demonstrate relevant experience in those markets. Aurevya advises on presenting the personnel credentials most effectively for the FSC's assessment.
Corporate Finance Advisers are required to maintain a conflicts of interest policy that identifies potential conflicts arising from the firm's advisory relationships, including acting for both buyer and seller, holding equity interests in advisory clients, or having prior relationships with counterparties. Where a conflict is identified, the adviser must either manage the conflict through information barriers and disclosure, or decline the mandate. The FSC expects the conflict register to be actively maintained and the conflict policy to be applied consistently. Aurevya designs practical conflict management frameworks that protect the adviser's independence while remaining operationally workable for an active advisory practice.
Yes. Success fees are a standard and commercially accepted fee structure for M&A and capital markets advisory, and are permissible for Corporate Finance Advisers under the FSC's framework. The adviser must disclose the success fee arrangement to the client in the engagement documentation, including the calculation basis, the milestones triggering payment, and any circumstances in which the fee may be reduced or waived. The FSC's disclosure requirements are designed to ensure that clients understand the fee structure and the potential incentives it creates, rather than to prohibit commercially normal arrangements.

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