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structure

NewYearsResolutions

Turn Your Resolutions Into Habits

1024 576 Clare Evans, Personal and Business Coach

Fresh-Start-New-Year

At this time of year many of us have set New Year Resolutions – you want to lose weight, get fit, eat more healthily, earn more money, learn how to do x, y, z.  Sometime around the middle of February, if not sooner, most people will have given up their gym membership and fallen back into their old ways of working and living.
If you’ve managed to stick with your Resolutions so far, well done.  If not, don’t give up, it’s still only January. Get yourself back on track, re-commit to what is you want and keep going.
It takes between 20-30 days or repetitions to develop a new habit. Keep that in mind and don’t be too hard on yourself. Each successful day brings you one step closer to creating those new habits.
Habits
Create new habits
You’ve had a life-time of learned behaviours and developed habits to get you where you are today. Some of those habits are good, some not so good or don’t serve you so well.  You can’t expect to change engrained habits overnight.
Remember how long it took you to learn how to drive a car or ride a bicycle. It was hard work at first and took several attempts to get it right.  But you kept at it and now you don’t even think about what you’re doing.
That’s what happens with habits, they become second nature, you do them without thinking. They become automatic, ways of thinking, being and doing.
What would you like to think, be or do differently this year?
Create a routine
When you have a routine it makes it easier to develop and create a new habit.  Associate the new habit with an existing pattern of behaviour or something you enjoy doing.  By linking the two together it’s easier to remember the new habit.
Do your daily planning with your morning cup of coffee.
Exercise when you get up, before you have lunch or as soon as you get home.  Put out your exercise kit the night before. Plan time for it in your diary so there’s less excuse not to do it or for something else to creep in or work to take over.
Create a fun aspect around your new habit.  Listen to a favourite piece of music or a podcast while you work on a task.
Replace one activity (like watching TV or surfing the net) with reading, exercise or finding time for that hobby you ‘never have time’ for.
What new routine will you develop that will make it easier to create a new habit?
Put a structure in place to support you
If you’re going to achieve your goals through creating new habits, you need have a plan, routine and structure in place to help you.  What steps do you need to take to achieve your goals and objectives?
Even if it’s just a simple one-page plan or checklist – it gives you a structure to work with.
Checklists are great – I use them all the time and I’m achieving my new habits for 2016.
a) They act as a daily reminder
b) You tick them off as you go and get a sense of satisfaction as each day builds a new habit.
c) You see your progress and you’re more likely to keep going.
NewYearsResolutions
Create accountability
Share your habits and objectives with someone.
Team up with a friend, colleague, coach or mentor – they can help you stay focused and keep you motivated. If you have shared goals, you can support each other to keep going when you start to go off track.
If you keep them to yourself, it’s much easier to let yourself off the hook or make excuses. There’s no impact if you don’t achieve it, although you might feel you’ve let yourself down if you don’t and then you beat yourself up about it or label yourself as a ‘failure’.
When you tell someone else, you make a commitment, you’ll be much more motivated to stick with it. Share a similar goal with someone and you can motivate each other to keep going.
There are several apps available – where you can share your health and fitness goals, challenge your friends, get reminders and track your progress.
Create a financial reward or penalty for when you achieve your goal (depending on whether you respond better to the ‘carrot or stick’).
Sign up for a challenge – you’re far more likely to get fit if you know you’re running a 10k or raising money for charity and have something to aim for.
Take small steps
You’re more likely to succeed if you make small changes and take things slowly and gradually, rather than trying to change too much all at once.
Start with one small thing.  Once you’ve got into a routine with that you can add the next habit.
Start a healthier lifestyle by changing just one thing – stop eating biscuits, cut out/reduce sugar, chocolate, swap your morning latte for a black coffee or green tea. You don’t have to adjust your entire diet all in one go.
Start with 10-20 minutes of daily exercise, a brisk walk or jog around the block and build up from there. You don’t have to jump in to an hour in the gym.
Once you’ve made one or two adjustments and see the benefit, the more likely you are to want to do more.
Remember – there’s no quick fix – habits and new behaviours take time and effort.
If you’d like to make a significant change to your habits over the next month, get in touch and find out about the 31 Day Challenge or commit to the full 91 Day Challenge and see the difference taking daily action will make.

 

residence

Gibraltar High Net Worth Individuals Residency Changes…

1024 644 PWC

malta

Only two things in life are certain, death and taxes…How often have we heard this saying before? Well in Gibraltar since 1992 the High Net Worth (“Category 2”) Individual has not had to worry about taxes. For over 20 years individuals have been relocating to Gibraltar to enjoy the Mediterranean climate, cuisine and way of life.

The Category 2 rules allow individuals who meet certain criteria (including the purchase or rental of a suitable property and a minimum net worth of £2 million) to cap the tax on their worldwide income at an amount of less than £30,000 per annum.

One of the common and more restrictive features of the Rules to date has been that Gibraltar employment and trade has been specifically discouraged. Whilst the Finance Centre Director is able to waive this restriction where he feels that doing so would be of benefit to the economic development of Gibraltar, this has been, and remains, very much the exception.

Over the years, much like Gibraltar itself, the profile of the Category 2 individual has changed. When it was first introduced the typical Category 2 individual was a wealthy individual who had chosen to relocate to Gibraltar to enjoy the Mediterranean lifestyle as well as the tax free returns from their pension or investment portfolio. When in 2005 taxation on investment income was abolished for all Gibraltar residents followed shortly after by the exemption from taxation of pension income, the Category 2 status was no longer necessary for many of these individuals.

However, Gibraltar continued to attract a younger Category 2 individual, one who was not relocating to Gibraltar to retire here but was alternatively a much more entrepreneurial individual with active business interests. The Gibraltar Government recognising this trend issued guidance to the industry clarifying what activities Category 2 individuals could in principle carry out locally. The guidance was welcomed by the industry as it provided a number of clear examples of what a category 2 individual could do. Unfortunately though there were still restrictions with what could be done physically from Gibraltar.

In the autumn of last year the Gibraltar Government created a working group of industry professionals to review the Category 2 status and advise on how this product could be expanded and improved. The group is engaging with professionals experienced internationally in this area (including current Category 2 individuals) and is considering all aspects of the status from its process and application through to its functionality and practical application.
The recommendations, some of which have already been published in the Income Tax Amendment Bill 2015, will allow Category 2 individuals who have the necessary approval from the Finance Centre Director, to carry out or exercise any trade, business, profession or employment in Gibraltar. The intention is that the jurisdiction will benefit from the additional inward investment and from having these entrepreneurs using their business skills and expertise locally. The income from such activities will be taxed locally to the extent that the income is accrued and derived in Gibraltar. The challenge for the working group continues to be achieving the right balance in terms of the effective tax rate that these individuals should be subject to, in order for Gibraltar to retain its attractiveness as a low taxed jurisdiction.

An additional benefit of this new “opening of the doors” approach is the additional substance that it provides to the individual’s residency position. Substance is high on the global tax agenda and the weight that having an individual’s economic interests physically located in the jurisdiction gives to their residency position should not be underestimated. Many high net worth individuals, travel and have business interests in other jurisdictions therefore potentially there is a risk that another country may claim that the Category 2 individual is resident in their country. The more established the individual is in Gibraltar the better their defence against a claim for residency from another country will be.

Individuals affected by the change may be able to structure or plan their affairs to minimise the tax impact from the change. With its low corporate tax rate of 10% and its system of no taxation on capital gains, no wealth tax and no inheritance tax Gibraltar really is starting to feel like paradise in the sun.

So, only one thing in life is certain…….

structure

Malta: The EU Domicile Allowing a Protected Cell Company Structure

1024 683 Jatco Insurance

Corporate

Malta is one of the very few domiciles which allow a Protected Cell Company (PCC) structure in the insurance sector. A protected cell in Malta allows a cell owner to insure directly own risk in the EEA and sell insurance to third parties in the EEA. The PCC structure can be applied to both insurance companies and insurance broker companies.

Operating model of a Protected Cell Company

A PCC operates in two parts; the company core and the cells. The core part comprises all non-cellular assets including the company’s core share capital, investments and liabilities. The core share capital may be the minimum required by law or larger depending on its activities. The core does not need to take any of the cell’s risk itself but must be solvent at all times, based on the business written by the whole company, including the cells. Once established, a PCC can form cells for third parties.

A PCC can create within its structure one or more “cells” for the purpose of segregating and protecting the cellular assets of the company from those of other cells or the assets of the core itself. The cells are independent from each other and from a legislative point of view are protected from each other. A cell is formed by the creation and issue of a class of cell shares within the cell company in respect of each individual cell. The core and its cells are to be treated as one legal entity, as the cells do not have separate legal personality. The cell is only treated as a separate entity for tax purposes. Cells contract through the PCC which acts on behalf of the cell.

The cell company and its cells may conduct business of insurance and reinsurance as principals, captives, in respect of general and long-term business and also as insurance brokers.

The Companies Act (Cell Companies Carrying on Business of Insurance) Regulations, 2004 allow a licensed Affiliated Insurance Company to be registered as or convert to a protected cell company (PCC). Transfer of cellular assets is possible subject to approval of the MFSA. However, a cell company does not require cell transfer approval in order to invest, change investment of cellular assets or make payments or transfers from cellular assets in the ordinary course of the company’s business.

Cell Management

The PCC has a single board of directors which takes responsibility for the transactions within the core and cells, and for the statutory and regulatory compliance and corporate governance requirements of the company as a whole. Although the board may delegate the management and administration of a cell, or parts thereof, to a cell committee which may include representatives of the cell owner, it is ultimately the board of directors of the PCC which is responsible for all cells and cellular assets.

The assets of any one particular cell are only available to the shareholders and creditors of that cell; creditors of another cell have no recourse against them. However, in the event that the cellular assets of one cell have been exhausted, the company’s core assets may be secondarily liable to satisfy any cellular liability of one of its cells.

The PCC Structure

pcc

The Benefits of the PCC

The PCC provides a number of advantages when compared to a stand-alone company. One of the key elements is that an insurance broker or insurance company can conduct business through the ownership of a cell using the core’s capital. Lower capital requirement means that each cell is only obliged to hold capital needed to protect its risks, while the own funds requirements apply to the PCC as a whole. Cells also benefit from lower running costs compared to stand-alone companies since there is no need to set up a separate company. Owners benefit from simpler administration and shared overhead costs.

Cells face lower risk since the risks within each cell will be legally segregated from other cells. Furthermore, PCCs and their cells in Malta can directly access EU markets through a single-passport route, thus avoiding fronting arrangements. Cells can also benefit from Malta’s favorable tax imputation system through which foreign shareholders can benefit from a tax refund after that year end taxation has been paid by the cell.

The authorisation process for cells is usually faster and less demanding since the management of the PCC is already known to the regulator. Entities that have not had a great deal of exposure to the business of insurance can benefit from the experience of the PCC in regulatory issues, as well as the day-to-day running of an insurance company or insurance brokerage company.

Isle of Man

Fund Administration in the Isle of Man

1024 683 Galileo Fund Services Limited

Organizational-Development-Starts-at-the-Top1

The Isle of Man, amongst many other things, is an ideal centre for the administration of niche fund and investment products. The legislation in place offers a wide variety of fund structures around which the most appropriate investment vehicle may be constructed.

Moreover, the Island has developed over many years, a robust political and financial infrastructure with an emphasis on pragmatic regulation. The purpose of this paper is to give a brief background to the Isle of Man fund environment and to focus on one particular type of popular structure available in the Isle of Man, the Closed-Ended Investment Company or “CEIC”. CEIC’s have been successfully used by many fund promoters in recent years as the vehicle of choice when establishing an investment company, be it a private unlisted company or a stock market listed company. It should be remembered that the information contained within this paper is for guidance only and interested parties should consult the relevant original legislation when structuring an Isle of Man product.

The Constitutional position of the Isle of Man

The Isle of Man is a self-governing dependency of the British Crown and is not part of the United Kingdom. Through long-established constitutional convention, the Isle of Man has autonomy in relation to its domestic affairs, including taxation and business law. As the Island is not a member state of the European Union (as provided under Protocol 3 to the Act of Accession), EU rules only apply to the Isle of Man in relation to a limited range of matters. Tynwald, the Island’s parliament, has been in existence for over 1,000 years and is the world’s oldest continuously functioning parliament. As a common law jurisdiction, the Island’s legal traditions draw heavily on those of England providing a level of familiarity when dealing with the Island.

Regulatory environment

The Isle of Man has developed a reputation as a jurisdiction of quality through its enactment of pragmatic legislation enabling industry to operate in a business friendly environment whilst at the same time adhering to international standards of financial supervision. Fund managers, administrators, and providers of corporate and fiduciary services, are regulated by the Isle of Man Financial Services Authority (“FSA”) and to complement the licensing framework for the regulation of such entities, the Island has adopted extensive measures to prevent money laundering and the financing of terrorism.

Closed-ended Investment Companies

Legislation in the Isle of Man makes a fundamental distinction between an “open-ended investment company” and a “closed-ended investment company”. Open-ended investment companies are corporate vehicles which provide investors with a right of exit by allowing them to redeem their shares and are considered to be collective investment schemes for the purposes of Isle of Man law.

A collective investment scheme or fund is subject to regulation in the Isle of Man under the Collective Investment Schemes (“CIS”) legislation whilst a CEIC, which provides no such right of exit, is not currently subject to the same CIS regulations. To that end, a CEIC is treated in the same way as any other operating company for regulatory purposes and, as a result of this approach, there are a number of important advantages to operating such a company from the Isle of Man including:

• no regulatory pre-approval requirements for launch in the Isle of Man
• no requirement for a licensed fund manager or administrator to be appointed
• no prescriptive requirements as regards board composition
• no requirement for a separate custodian
• no restrictions on asset classes, investment strategy or leverage
• no prescriptive rules about permitted investors or minimum subscription requirements

Companies – both traditional and modern

Company legislation introduced in 2006 has given promoters wishing to use an Isle of Man investment company the choice between using a vehicle incorporated under the Companies Act 2006 or alternatively a more traditional vehicle established under the Companies Act 1931.

Key features of a 2006 Act company are:

• minimal administrative requirements
• flexible capital structure
• limited disclosure requirements
• suitably regulated registered agent must be appointed

1931 Act companies draw heavily on English corporate legislation and therefore have more prescriptive administrative and statutory filing requirements.

Solution Freedom

Listing an Isle of Man CEIC

Isle of Man CEIC’s are suitable for listing on many recognised investment exchanges and over the years have proved to be a popular choice of vehicle for listing on the AIM Market in particular. A CEIC is not required to appoint a licensed fund administrator, however an Isle of Man corporate services provider may be required to deliver statutory and on-going compliance services.

Taxation

The Isle of Man offers a tax neutral environment in many cases with no capital taxes and a zero rate of corporate tax for CEIC’s. Value added tax may, however be payable on fees levied by certain functionaries to an investment company, dependent on the jurisdiction in which they are based.

 

Financial Services Malta

Choosing Malta as a Financial Services Domicile

1024 683 Jatco Insurance

financial services

Malta, as a small island in the heart of the Mediterranean, has become one of Europe’s most attractive domiciles for companies established in the financial services industry.

Malta became a Member State of the European Union in 2004 and a member of the European Monetary Union in 2008 when it adopted the Euro as its currency. The Maltese economy is based on tourism, manufacturing and financial services, which is becoming one of the main pillars of the economy. Malta has been a member of Commonwealth since 1964 and is also a member of the Council of Europe, Organization for Security and Co-operation in Europe, United Nations and World Trade Organization.

The Malta Financial Services Authority is the sole financial services regulator, responsible for the supervision and enforcement of regulations.

The Maltese regulatory framework is a secure and stable framework for prudential and conduct supervision, consumer protection, market surveillance and prevention of money laundering. The financial services sector in Malta is regulated by a regime which incorporates all EU financial services legislation and consequently operators benefit from the single market passporting rights under freedom of services and freedom of establishment.

valletta

As an EU Member State, Malta transposes and implements all the Directives of the European Union, European regulations are directly applicable in Malta, whereas Guidelines or Technical Standards issued by the European Supervisory Authorities are transposed within the national legislation. In Malta, English is the language of financial services business and hence all financial services legislation is in English.

Malta is very pro-active in the EU financial services sector and has always maintained timely implementation of internal market rules for financial services.

The key to Malta’s success in the insurance sector lies in its EU membership, which allows licensed companies in Malta to write business directly into any of the EU and EEA member states. However, Malta’s success in the financial services sector is also widespread in the gaming, trusts, investment services and pension transfers industries.

Malta’s sophisticated finance infrastructure enables a variety of insurance structures including Affiliated Insurance Companies (Captives), Protected Cell Companies and Incorporated Cell Companies. Malta has a solid legal foundation, an approachable regulator and competitive regulatory fees.

Malta can be considered an ideal outsourcing destination, mainly as a result of an efficient infrastructure and a multi-lingual workforce; a high educational system and a wealth of insurance, legal and accounting professionals. Moreover, it offers a varied advisory network, including the global big four accountancy firms. Malta is a hub, in the middle of the Mediterranean, with easy flight connections to the EU mainland and Eastern European countries with major airlines, making it easier for foreign investors to choose Malta.

Malta also allows the migration from other jurisdictions. The Continuation of Insurance Companies Regulations 2003 enables captives to be easily relocated from other jurisdictions which have similar legislation.

When Malta joined the EU in May 2004, it had already taken steps to implement an effective and responsive regulatory framework that operated to EU standards and could accommodate insurance companies. Malta is worth considering as the location for a captive where the ability to issue policies directly into the EU/EEA may provide significant savings on fronting and collateral costs.

This offers cost saving advantages to Multinationals with operations in EU locations; UK corporations paying significant Employers’ Liability and Motor Third Party premiums and also Companies using captives to provide insurance to their customer base, for instance travel, warranty, credit protection, room cancellation insurance.

Malta is also one of the very few domiciles which allow a Protected Cell Company (PCC) structure in the insurance sector. A protected cell in Malta allows a cell owner to insure directly own risk in the EEA and sell insurance to third parties in the EEA. The PCC structure can be applied to both insurance companies and insurance broker companies.

The latest form of insurance legislation which has been issued by the MFSA and which could be highly interesting to companies considering setting up an insurance vehicle in Malta, would be the new legislation regarding Reinsurance Special Purpose Vehicles and Insurance Linked Securities, which include the ways of securing capital for insurance entities.

These benefits characterise Malta as an attractive domicile for insurance companies and brokers.

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