23.06.2012 Views

VP Fund Solutions

VP Fund Solutions

VP Fund Solutions

SHOW MORE
SHOW LESS

You also want an ePaper? Increase the reach of your titles

YUMPU automatically turns print PDFs into web optimized ePapers that Google loves.

<strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong><br />

Global solutions for your local needs


<strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong><br />

At a time when market focus is shifting to tighter regulatory standards and operational<br />

requirements, most investors are looking for higher quality and increasingly individualised<br />

fund solutions. And this is precisely how <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong>, the fund competence hub<br />

of <strong>VP</strong> Bank Group, aims to generate added value for your investment fund projects on a<br />

worldwide level.<br />

<strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> is composed of IFOS Internationale Fonds Service Aktiengesellschaft in<br />

Liechtenstein, <strong>VP</strong>B Finance S.A. in Luxembourg and ATU <strong>Fund</strong> Administrators (BVI) Limited<br />

in the British Virgin Islands (which also covers the Cayman Islands and Anguilla). All these<br />

entities belong to <strong>VP</strong> Bank Group and specialise in providing fund set-up and administration<br />

services in conformity with their respective local regulations.<br />

Our clients appreciate the fact that, due to the global approach of <strong>VP</strong> Bank Group and its presence<br />

in major leading financial centres, the investment fund solutions that we formulate in<br />

close collaboration with expert local market operators are tailored exactly to your needs and<br />

those of your investors.<br />

Do you aim to provide your clients with bespoke investment fund solutions that take account<br />

of their specific needs in a constantly developing market environment? Are you looking for a<br />

service provider that can offer you competent, personalised flexible support in implementing<br />

your investment fund solutions?<br />

At <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> we are dedicated to meeting your desire for tailor-made investment<br />

fund solutions. We can enable you to find the solution that really matches your requirements,<br />

in any of the jurisdictions currently serviced by <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong>. Based on an assessment<br />

of your particular needs, client type and distribution structure, our investment fund specialists<br />

will adopt a cross-border approach to finding a solution in line with your structuring requirements<br />

and constraints.<br />

You can benefit from our comprehensive appraisal of the pros and cons of any potential jurisdiction.<br />

This appraisal is geared to your objectives and covers all operational and practical<br />

considerations. In consultation with external specialists, we also consider the fiscal and legal<br />

aspects. This enables you to make a fully informed decision on where to domicile your fund.


4 | <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> | Global solutions for your local needs<br />

Overview of financial centres serviced<br />

by <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong><br />

Over the last 10 years Liechtenstein has developed as an investment<br />

fund domicile, creating a modern and innovative<br />

legislative and regulatory framework for investment fund<br />

solutions. Around 700 funds or sub-funds are registered in<br />

Liechtenstein. Its membership of the European Economic<br />

Area and its close economic ties to financial institutions in<br />

Switzerland have enabled the country to become a major<br />

hub, not only for Swiss asset managers and family offices but<br />

also for European asset managers and promoters wishing<br />

to establish investment fund structures. An attractive fiscal<br />

environment, a strong emphasis on the individual structuring<br />

needs of investors as well as an overall climate of political<br />

and economic stability contribute to Liechtenstein’s reputation<br />

as a financial centre. Liechtenstein’s legal framework allows<br />

diverse fund structuring requirements to be addressed.<br />

The country’s central geographical position, close to other<br />

financial centres such as Zurich, Lugano and Vienna, make<br />

it possible to maintain close links with clients and other<br />

providers. The local regulator continuously strives to offer<br />

fund operators fast and pragmatic access to the market.<br />

Luxembourg is the leading European location for investment<br />

funds, second only to the United States of America by net<br />

asset volume. Luxembourg is home to over 3,800 fund structures<br />

(UCIs) and around 270 risk capital investment companies<br />

(SICARs). Over the last 25 years Luxembourg has succeeded<br />

in establishing itself as a key player in the investment<br />

fund industry, with Luxembourg UCITS funds becoming in<br />

certain regards the industry standard for cross-border distribution<br />

within the European Economic Area and in major<br />

Asian and Latin American markets. Part of Luxembourg’s<br />

appeal as an investment fund centre lies in the availability of a<br />

highly professional and multilingual workforce, the country’s<br />

political and fiscal stability, a flexible and pragmatic approach<br />

to finding solutions and a proactive regulatory environment<br />

that is closely geared to the needs and trends of the industry.<br />

The ability of the Luxembourg fund industry to provide rapid<br />

and pragmatic fund solutions has won it much respect as a<br />

centre for successful fund innovation.<br />

The British Virgin Islands (BVI) are one of the leading<br />

jurisdictions for alternative investment funds, offering an<br />

increasingly regulated environment in which to realise flexible<br />

collective investment solutions aimed primarily at sophisticated<br />

or professional investors. There are more than 2,900<br />

funds recognised in the BVI. Regulation in the BVI focuses<br />

on the entity in charge of managing the fund’s assets. Under<br />

the new regulatory framework introduced in 2010, a fund<br />

is now required to appoint an independent auditor, manager,<br />

custodian and administrator. These independent service<br />

providers may operate from any recognised jurisdiction and<br />

are not restricted to providing services from within the BVI.<br />

Under the new regime, funds are now required to appoint a<br />

BVI-resident authorised representative.<br />

The Cayman Islands have developed over the last 35 years<br />

into the world’s leading financial centre for offshore hedge<br />

funds, providing a flexible and efficient regulatory environment.<br />

In recent years the Cayman Islands have constantly<br />

improved their legal and regulatory framework to achieve<br />

greater compliance with constantly evolving international<br />

standards. As in the BVI, the fund may appoint a custodian<br />

and an administrator in another jurisdiction. The Cayman<br />

Islands allow for the operation of exempted investment<br />

managers.<br />

In recent years Anguilla has developed as an alternative<br />

financial centre. It now offers a wide range of alternative<br />

investment fund solutions. Anguilla is characterised by a<br />

flexible, business-oriented regulatory environment which<br />

allows providers to set up investment fund solutions adapted<br />

to the needs of managers and investors.<br />

The above offshore financial centres have undergone considerable<br />

change in recent years, largely aimed at strengthening<br />

regulation to give greater investor protection and to help combat<br />

money laundering and the financing of terrorism. They<br />

have also taken part in the global effort to create a framework<br />

for the exchange of information on tax-related matters.


Finding solutions<br />

Distribution<br />

Custody services<br />

provided by<br />

<strong>VP</strong> Bank Group<br />

Target investors<br />

Client<br />

project<br />

Analysis of<br />

specific needs in<br />

co-operation<br />

with <strong>VP</strong> <strong>Fund</strong><br />

<strong>Solutions</strong><br />

IFOS (LI)<br />

<strong>VP</strong>B Finance S.A. (LU)<br />

ATU <strong>Fund</strong> Administrators<br />

(BVI) Ltd.<br />

Investment<br />

policy &<br />

restrictions<br />

Choice of<br />

appropriate fund<br />

domicile: Liechtenstein,<br />

Luxembourg, BVI,<br />

Cayman Islands,<br />

Anguilla<br />

<strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong><br />

co-ordinates<br />

implementation<br />

Local legal<br />

advisor & auditor<br />

Regulatory<br />

framework<br />

Taxation of<br />

fund & investors<br />

Local regulator<br />

5 | <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> | Global solutions for your local needs


6 | <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> | Global solutions for your local needs<br />

Who we are<br />

IFOS Internationale Fonds Service Aktiengesellschaft in Liechtenstein<br />

Year founded 1999<br />

Shareholder base Wholly owned subsidiary of Verwaltungs- und Privat-Bank Aktiengesellschaft<br />

Regulatory supervision • Supervised by the Liechtenstein regulator, the Financial Market Authority (FMA)<br />

• Licensed as a management company under Article 55 of the Liechtenstein Law on Investment Undertakings<br />

of 19 May 2005 as well as Art. 13 of the Liechtenstein Law on UCITS of 28 June 2011<br />

Services offered • Corporate agent<br />

• Custody of assets (in collaboration with Verwaltungs- und Privat-Bank Aktiengesellschaft)<br />

• Investment management<br />

• NAV calculation<br />

• Registrar and transfer agent (in collaboration with Verwaltungs- und Privat-Bank Aktiengesellschaft)<br />

• Trading desk (in collaboration with Verwaltungs- und Privat-Bank Aktiengesellschaft)<br />

• On request, cross-border management company services under UCITS 4<br />

• Compilation, preparation and dissemination of key investor information documents<br />

<strong>VP</strong>B Finance S.A., Management Company in Luxembourg<br />

Year founded 1993<br />

Shareholder base Wholly owned subsidiary of <strong>VP</strong> Bank (Luxembourg) S.A.<br />

Regulatory supervision • Supervised by the Luxembourg regulator, the Commission de Surveillance du Secteur Financier (CSSF)<br />

• Licensed as a management company under Chapter 15 of the Luxembourg Law of 17 December 2010<br />

on Undertakings for Collective Investments<br />

Services offered • Corporate agent<br />

• Co-promoter<br />

• Custody of assets (in collaboration with <strong>VP</strong> Bank (Luxembourg) S.A.)<br />

• Investment management<br />

• NAV calculation<br />

• Registrar and transfer agent<br />

• Trading desk (in collaboration with <strong>VP</strong> Bank (Luxembourg) S.A.)<br />

• On request, cross-border management company services under UCITS 4<br />

• Compilation, preparation and dissemination of key investor information documents<br />

ATU <strong>Fund</strong> Administrators (BVI) Limited on the British Virgin Islands<br />

Year founded 1998<br />

Shareholder base Wholly owned subsidiary of <strong>VP</strong> Bank and Trust Company (BVI) Ltd.<br />

Regulatory supervision • Supervised by the BVI regulator, the Financial Services Commission (FSC)<br />

• Licensed to provide management and administration services to Mutual <strong>Fund</strong>s under section 5<br />

of the Securities and Investment Business Act, 2010<br />

Services offered • Corporate agent<br />

• Custody of assets (in collaboration with <strong>VP</strong> Bank (BVI) Limited or <strong>VP</strong> Bank in Liechtenstein or Luxembourg)<br />

• Director services<br />

• Investment management<br />

• NAV calculation<br />

• Registrar and transfer agent<br />

• Trading desk (in collaboration with <strong>VP</strong> Bank (BVI) Limited or <strong>VP</strong> Bank in Liechtenstein or Luxembourg)


Broad array of structuring options<br />

The choice of an investment fund’s domicile and jurisdiction has<br />

far-reaching consequences in terms of the structures that are<br />

available. These include the tax implications for the fund and its<br />

investors, the regulatory environment, the applicable investment<br />

restrictions, the means of distributing the fund’s units in<br />

other jurisdictions, restrictions on unit ownership, and the legal<br />

duties to be performed by the fund’s service providers.<br />

At <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong>, therefore, we believe that the first step<br />

towards building a successful partnership is to familiarise<br />

ourselves thoroughly with the project details that you submit<br />

to us. We are then able to propose a suitable investment<br />

fund solution, carefully selected from the wide range of<br />

options available through our local affiliates.<br />

Unincorporated Incorporated Risk capital <strong>Fund</strong> with higher investment risk<br />

investment fund<br />

Liechtenstein<br />

investment fund investment company or specific investment policy<br />

Investment fund<br />

with management<br />

company acting as<br />

trustee ("Treuhänder")<br />

Luxembourg<br />

Common investment<br />

fund (Fonds commun<br />

de placement, FCP) with<br />

management company<br />

British Virgin Islands<br />

Unit trust or limited<br />

partnership<br />

Cayman Islands<br />

Unit trust or exempted<br />

limited partnership<br />

Anguilla<br />

Unit trust or limited<br />

partnership<br />

Investment company with variable<br />

capital (Anlagegesellschaft mit<br />

veränderlichem Kapital) or investment<br />

company with fixed capital (Anlagegesellschaft<br />

mit fixem Kapital) –<br />

investment company with or without<br />

management company<br />

Investment company with variable Société d’Investissement à Capital<br />

capital (Société d’Investissement à Risque, SICAR – with variable or<br />

Capital Variable, SICAV) or investment fixed capital, restricted to institu-<br />

company with fixed capital (Société tional, professional and well -<br />

d’Investissement à Capital Fixe, SICAF) – informed investors (inter alia, mini-<br />

investment company with or without mum subscription EUR 125,000) –<br />

management company<br />

no risk diversification required<br />

Business company<br />

Exempted company<br />

International business company<br />

Investment undertaking for other<br />

assets (with increased risk) – no<br />

restrictions as to eligible investors,<br />

or investment undertaking for<br />

qualified investors – minimum subscription<br />

CHF 250,000 (may be<br />

waived under certain conditions)<br />

All legal forms permitted<br />

subject to appropriate disclosure<br />

in the offering documents<br />

All legal forms permitted<br />

subject to appropriate disclosure<br />

in the offering documents<br />

All legal forms permitted<br />

subject to appropriate disclosure<br />

in the offering documents<br />

Investment undertaking for qualified<br />

investors – minimum subscription<br />

CHF 250,000 (may be waived under certain<br />

conditions) – available as investment fund<br />

or investment company<br />

Specialised investment fund, SIF – restricted<br />

to institutional, professional and wellinformed<br />

investors (inter alia, minimum<br />

subscription EUR 125,000) – available<br />

as FCP, SICAV or SICAF – only minimal risk<br />

diversification requirement<br />

All legal forms permitted subject to<br />

appropriate disclosure in the offering<br />

documents<br />

All legal forms permitted subject to<br />

appropriate disclosure in the offering<br />

documents<br />

All legal forms permitted subject to<br />

appropriate disclosure in the offering<br />

documents<br />

7 | <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> | Global solutions for your local needs


8 | <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> | Global solutions for your local needs<br />

A diversified field of expertise<br />

In the competence universe of <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong>, the possible permutations of investment styles and types are virtually<br />

unlimited, thanks to our global focus. <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> can therefore be your partner for multiple investment fund solutions.<br />

Onshore<br />

Liechtenstein<br />

Investment undertaking for qualified investors No specific restrictions as to eligible assets; minimum risk diversification requirements; higher<br />

minimum subscription amount (CHF 250,000 – may be waived under certain conditions)<br />

Investment undertaking with increased risk No specific restrictions as to eligible assets; minimum risk diversification requirements<br />

Liechtenstein, Luxembourg<br />

UCITS 4 (regulated, European passport) • Listed transferable securities and money market instruments<br />

• Recently issued transferable securities and money market instruments<br />

• Units of other UCITS or UCIs<br />

• Deposits with credit institutions<br />

• Money market instruments not listed on a regulated market<br />

• Derivative financial instruments<br />

• Master-feeder fund structures<br />

• Financial indices<br />

UCI in Luxembourg – investment undertaking • Transferable securities (listed or unlisted)<br />

for other assets in Liechtenstein (regulated, • Alternative investments (hedge funds, funds of hedge funds)<br />

non-passportable fund) • Venture capital, private equity<br />

• Derivatives<br />

• Real estate (in Liechtenstein: specific legal form – investment undertaking for real estate)<br />

• Closed-ended fund<br />

Luxembourg<br />

SIF No specific restrictions as to eligible assets; minimum risk diversification requirements; restricted to<br />

institutional, professional and well-informed investors (inter alia, minimum subscription EUR 125,000)<br />

SICAR Investments restricted to risk capital; no risk diversification required; restricted to institutional,<br />

professional and well-informed investors (inter alia, minimum subscription EUR 125,000)


Offshore<br />

British Virgin Islands<br />

Private fund No restriction as to eligible assets or risk diversification; annual return and audited financial statements<br />

filed with FSC; appointment of independent service providers (manager, custodian, administrator) and<br />

a BVI-resident authorised representative; maximum number of investors (50); service providers do not<br />

have to be located in fund jurisdiction<br />

Professional fund No restriction as to eligible assets or risk diversification; annual return and audited financial statements<br />

filed with FSC; appointment of independent service providers (manager, custodian, administrator) and<br />

a BVI-resident authorised representative; minimum investment requirement USD 100,000 and professional<br />

status (net worth in excess of USD 1 million or whose business involves acquisition of fund);<br />

service providers do not have to be located in fund jurisdiction<br />

Public fund No restriction as to eligible assets or risk diversification; annual return and audited financial statements<br />

filed with FSC; appointment of independent service providers (manager, custodian, administrator) and<br />

a BVI-resident authorised representative; licensing required by FSC; service providers do not have to<br />

be located in fund jurisdiction<br />

Anguilla<br />

Private fund No requirement for auditor; annual return filed with FSC; no restriction as to eligible assets;<br />

maximum number of investors (99); service providers do not have to be located in fund jurisdiction<br />

Professional fund No requirement for auditor; annual return filed with FSC; no restriction as to eligible assets;<br />

minimum investment requirement USD 100,000 and professional status (net worth in excess of<br />

USD 1 million or whose business involves acquisition of fund); service providers do not have to be<br />

located in fund jurisdiction<br />

Public fund Licensing required by FSC; administrator and custodian functionally independent; service providers<br />

do not have to be located in fund jurisdiction; requirement to appoint auditor; service providers do not<br />

have to be located in fund jurisdiction<br />

Cayman Islands<br />

Registered mutual fund Cayman auditor; annual return and audited financial statements filed with Cayman Islands Monetary<br />

Authority (CIMA); minimum investment USD 100,000 or listed on a recognised stock exchange; no<br />

restrictions as to eligible assets<br />

Licensed mutual fund Offered to the public outside the Cayman Islands; administration and custody performed outside the<br />

Cayman Islands; licensing required by CIMA; Cayman auditor; no restrictions as to eligible assets<br />

British Virgin Islands, Anguilla, Cayman Islands<br />

Closed-ended fund No supervision by the FSC/CIMA; no automatic right of redemption, redemptions are at the<br />

directors’ discretion<br />

9 | <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> | Global solutions for your local needs


10 | <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> | Global solutions for your local needs<br />

Operational set-up of an investment fund solution<br />

<strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> can provide a wide variety of services to<br />

facilitate your investment fund solution. Our services can be<br />

adapted to your specific needs and to the legal and regulatory<br />

requirements of the relevant jurisdiction.<br />

Set-up: once the jurisdiction and the legal form of the investment<br />

fund solution have been chosen, <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> will<br />

co-ordinate the drafting and preparation of necessary legal<br />

documents and contracts and take care of the operational<br />

set-up, the opening of accounts, the establishment of interfaces<br />

and any other tasks necessary to set up your product.<br />

These tasks are performed either directly by the <strong>VP</strong> <strong>Fund</strong><br />

<strong>Solutions</strong> affiliated entity or via specialised local external<br />

service providers.<br />

Central administration services 1,2 : the services provided by<br />

the <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> affiliated entities include NAV calculation,<br />

reconciliation, booking of transactions, tax reporting<br />

for selected jurisdictions, reporting to regulators and tax<br />

authorities, preparation of half-yearly and annual reports,<br />

preparation and dissemination of Key Investor Information<br />

Documents (KIIDs), the keeping of shareholder registers,<br />

execution of subscription and redemption orders, etc.<br />

Where so permitted under the law of the local investment<br />

structure, central administration services may also be provided<br />

byanother entity affiliated with <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong>.<br />

Domiciliation 1 : registered office, holding of meetings<br />

of board of directors, shareholder meetings, dispatch of<br />

correspondence to shareholders.<br />

1 It may be that not all services are provided by all entities affiliated with <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong>.<br />

2 Some services are provided in cooperation with external providers.<br />

3 Services provided only in Liechtenstein and Luxembourg.<br />

Custody: <strong>VP</strong> Bank Group banking entities act as custodians<br />

of the fund’s assets in most jurisdictions in which <strong>VP</strong> <strong>Fund</strong><br />

<strong>Solutions</strong> operates. The custodian will supervise execution<br />

of subscription and redemption orders and compliance with<br />

investment restrictions, as well as other processes. Thanks to<br />

the extensive worldwide network of sub-custodians used by<br />

<strong>VP</strong> Bank, the investment fund can access major investment<br />

markets without undue delay. Where so permitted under the<br />

law of the local investment structure, custody services may<br />

also be provided by another entity affiliated with <strong>VP</strong> <strong>Fund</strong><br />

<strong>Solutions</strong>.<br />

Asset management and risk management 1,2 : in accordance<br />

with local regulations, entities affiliated with <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong><br />

can manage the assets of your investment fund solution<br />

according to predefined guidelines if you yourself do not<br />

wish to perform investment management services. On<br />

request, <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> can also take care of risk management<br />

monitoring and reporting, or you can perform these<br />

functions yourself.<br />

Management company services 3 : full range of collective<br />

portfolio management services, as defined in the UCITS 4<br />

directive, in accordance with local requirements. Collective<br />

portfolio management services comprise management of<br />

fund assets, central administration services and marketing<br />

(distribution) of funds on a national or cross-border basis.<br />

Collective portfolio management services are either provided<br />

directly by the relevant entity affiliated with <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong><br />

or delegated to an eligible third-party provider, subject<br />

to approval by the local regulator and adequate reporting<br />

to the entity affiliated with <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong>.


Contact<br />

Details for <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> and affiliated entities<br />

Liechtenstein:<br />

IFOS Internationale Fonds Service Aktiengesellschaft<br />

Alex Boss<br />

Chief Executive Officer<br />

Tel +423 235 60 36<br />

Fax +423 235 77 88<br />

alex.boss@vpbank.com<br />

Kol Sothearith<br />

Member of the Executive Board<br />

Tel +423 235 67 49<br />

Fax +423 235 76 69<br />

sothearith.kol@vpbank.com<br />

Luxembourg:<br />

<strong>VP</strong>B Finance S.A.<br />

Enrico Mela<br />

Managing Director<br />

Tel +352 404 770 370<br />

Fax +352 404 770 283<br />

enrico.mela@vpbank.com<br />

Joachim Kuske<br />

Executive Director<br />

Tel +352 404 770 362<br />

Fax +352 404 770 387<br />

joachim.kuske@vpbank.com<br />

British Virgin Islands (also Anguilla and Cayman Islands):<br />

ATU <strong>Fund</strong> Administrators (BVI) Limited<br />

Dr. Christoph Gutmann<br />

Tel +1 284 494 11 00<br />

Fax +1 284 494 11 99<br />

christoph.gutmann@atubvi.com<br />

Sanchia Thompson<br />

Tel +1 284 494 11 00<br />

Fax +1 284 494 11 99<br />

sanchia.thompson@atubvi.com<br />

For additional information, please visit<br />

our website www.vpfundsolutions.com.<br />

11 | <strong>VP</strong> <strong>Fund</strong> <strong>Solutions</strong> | Global solutions for your local needs


02.2012

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!