Dubai and RAK Offshore Company Specialist Agent
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Dubai  and RAK Offshore Company Specialist Agent
Oneworld Mid East ltd, Dubai Branch a leading, independent offshore service provider, offering tailor-made offshore and trust solutions. Our core services comprise business consultancy, asset protection and the formation of offshore companies, administers, Bank account opening, the establishment of foundations and trusts across the globe. This means that we set up and manage offshore companies and offshore trusts and other types of international structures, to meet the specific personal or business objectives of our clients. Am a legal and compliance professional with over 12 years’ extensive experience. I have practiced in Dubai for over 8 years as insolvency, financial services, corporate and trusts services. Briefly, my corporate Services focus areas of: Company Formation and Re Domiciliation Services in RAK and Dubai Company Management & Company Secretarial Services Though Nominees Services Local Bank Account opening Yacht & Aircraft Registration and Management Services Free zone and DED limited License company formation Branch Registration of Foreign Corporations Corporate Structuring and Re-Structuring PRO Services “Residence Employment & Immigration Services” Trademark registration You can reach me on winston@oneworldmideast.net or +971553350517
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Which offshore jurisdictions will be popular in upcoming year 2013/14?

Which offshore jurisdictions will be popular in upcoming year 2013/14? | Dubai  and RAK Offshore Company Specialist Agent | Scoop.it
Which offshore jurisdictions will be popular in upcoming year 2013/14?
winston wambua's insight:

Which offshore jurisdictions will be popular in upcoming year 2013/14?
Testimony provides imminent and data on company incorporations in offshore financial centers


Though incorporation activity in the majority of offshore jurisdictions like Cayman, BVI, Hong Kong or Dubai was insignificant down in the second half of year 2012 when compared with the first six months of the year, company Set up in certain jurisdictions offered signs of optimism, according to Appleby, one of the world’s largest providers of offshore legal, fiduciary and administration services.


“There are signs that 2013 will be a watershed year in terms of seeing a universal return to pre-2009 activity levels across the offshore jurisdictions,” said Farah Ballands, partner and global head of fiduciary & administration services at Appleby.


Nonetheless, the on-going weakened economic conditions continued to impact the overall market in the second half of 2012. There were 37,881 new offshore company formations in the jurisdictions covered by the report, a decrease of 3.6% from the second half of 2011, and a deeper decrease of 11% on the preceding six months in 2012 from major jurisdictions.


 A short time ago, Cyprus was the most fashionable and attractive offshore economy, while all settlements were made through Baltic banks. Favorable terms, easy registration and service in Russian attracted a lot of clients from Russia and the CIS countries.


However, everything changes, and offshore jurisdictions either. Requirements related to transparency, control, anti-money laundering and counter financing of terrorism, extension of the tax information exchange practice, and other initiatives, which are implemented primarily by the OECD countries, make offshore jurisdictions closer to low-tax ones, and low-tax jurisdictions — to full-tax ones. A lot of established patterns do not bring any tangible benefits any more, or even become jeopardy for business.


In the previous year there will be new favorites among offshore jurisdictions. Now, those are usually not traditional offshore economies such as Belize or Seychelles, Dubai but low-tax jurisdictions with elevated reliability and good reputation, i.e. European and Asian ones.


Kazakh businessmen have found a new partner, a major Asian financial center Singapore, with reliable banks having brilliant reputation, transactions with which are not subject to withholding tax making offshore patterns unprofitable. Ukrainian businessmen have preferred Panama, Hong-Kong, Dubai and Ireland as countries potential for business. Russian businessmen are aiming at such jurisdictions as Hungary, Ireland, Denmark, Singapore, though they do not exclude the previous targets — Cyprus, Netherlands, Switzerland and BVI.


Now new patterns are emerging, so called ‘sandwich’ patterns involving Irish, Danish, Hungarian firms, as previous ‘sandwich’ patterns like UK—BVI, Cyprus— Seychelles are becoming not extremely reliable. Speaking of trading patterns, the best economies for doing business for the CIS countries will be Singapore, Estonia, Hungary in partnership with the Netherlands and Denmark.


Trying to avoid high taxes and tax information exchange, business is seeking new offshore or low-tax jurisdictions, beneficial offshore patterns and new banks to replace the Baltic and Cyprus banks. In the next year the offshore business will see high competition struggling for new patterns, where the winner will be the one, who will manage to create the most beneficial, reliable and legally ideal pattern.


In this tough competition, the advantage will be enjoyed by those, who keep a watchful eye on the changes in the laws, assess the potential of new countries providing positive conditions for operations of offshore companies, create new patterns and seek advice of experts and consultants. Flexibility and inventiveness are the catchwords of the offshore business in the year to come.


Winston Wambua

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UNITED ARAB EMIRATES OFFSHORE INCORPORATION SERVICES IN RAK GENERAL OVERVIEW

UNITED ARAB EMIRATES OFFSHORE INCORPORATION SERVICES IN RAK GENERAL OVERVIEW | Dubai  and RAK Offshore Company Specialist Agent | Scoop.it
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GENERAL OVERVIEW

There are plenty of opportunities for doing business in the UAE. At the present time the economy is booming – GDP having risen by 20.4 per cent in 2000. Although a significant proportion of that increase was due to higher oil prices, government encouraged industrial diversification is also contributing to continuing economic prosperity. A signatory of the General Agreement on Tariffs and Trade, the UAE supports a liberal economy and is committed to free trade. The UAE currency is secure and freely convertible. There are no restrictions on profit transfer or capital repatriation. Import duties are low (4 per cent) and in the case of foodstuffs, medicine, agricultural products, and items imported for use in the free zones are non-existent. Labor costs are competitive and corporate tax and personal taxes are nil. In addition every effort is being made to reduce the paperwork involved in establishing a business in the UAE. These factors combined with a strategic, accessible location, an excellent reliable infrastructure and an extremely pleasant and safe working environment bode well for future investment.

 

INCORPORATING/ SETTING UP OFFSHORE COMPANY IN RAK . U.A.E.

 

As some of you already know, it can be difficult, if not impossible; to establish a company in RAK  that does not require either a physical presence there, a local majority shareholder, or a relatively high level of capital.

 

For example, an LLC, which can carry out business in the UAE, has a fairly high capital requirement, and more significantly, requires a UAE national to hold at least 51% of the shares. A local office presence is also required. The cost to incorporate and obtain the necessary trade license is also quite high.

 

The alternative, a Free Zone company or Enterprise, whilst permitting 100% foreign ownership, often requires a physical office presence in RAK, and again, fees can be quite high.

 

We are now able to offer companies, incorporated in the UAE, and domiciled in RAK , that can be 100% foreign-owned, with no requirement to establish a physical presence, no minimum capital requirement, no tax liability on profits, no requirement to file accounts, no requirement for a trade license, has a minimum requirement of one shareholder and one director, permits bearer shares to be issued, and offers a high degree of confidentiality.

 

It is also possible to nominate the jurisdiction of applicable law, meaning that you can choose the jurisdiction for settling any disputes etc. Any Country can be nominated (it does not have to be in the UAE) and it is written into the Memorandum & Articles of Association.

 

These companies have many similar features to, say, a BVI or Seychelles company, and have one or two advantages as well.

 

Companies may conduct a wide range of legitimate business activities, with the exception of banking and insurance.

 

They may not conduct business in the UAE without the necessary authorisation. However, this is common in most offshore jurisdictions. The companies can, however, acquire real estate in the UAE, and so they may be considered as ideal vehicles for property ownership there.

 

I can domicile the companies in the Dubai International Financial Centre (DIFC) should a particularly prestigious address be required. This may interest our financial services clients in particular.

 

I am also able to arrange bank accounts in RAK  with a global banking group, and finance for property acquisitions (subject to the client meeting the lender’s criteria).

 

SUMMARY OF COMPANY FEATURES:

 

ü  Private company limited by shares

 

ü  May own shares in other UAE companies or elsewhere

 

ü  Can maintain bank accounts in the UAE

 

ü  Can employ services of local professionals in the UAE

 

ü  Minimum of one shareholder required

 

ü  Minimum of one director required

 

ü  Shareholder may be appointed as a director and/or secretary

 

ü  Corporate officers are allowed

 

ü  Restricted Bearer shares

 

ü  Multiple classes of shares

 

ü  No requirement to hold directors or shareholders meeting on a regular basis

 

ü  Mechanism for alternate dispute resolution

 

ü  The accounting books, records and minutes of the company may be kept in any place or Country of the director’s choice

 

ü  Annual accounts are neither required nor need be filed

 

ü  Able to trade in or own an interest in real property in the UAE

 

ADVANTAGES

 

ü  Zero taxes and duties

 

ü  No Tax Information Exchange Agreement with any Country

 

ü  No Record-keeping requirements

 

ü  No Public disclosure of information

 

ü  No minimum share capital

 

ü  Easy transfer of shares

 

ü  Able to issue restricted bearer shares, held by Registered Agent

 

ü  Bearer shares can be converted to registered shares

 

ü  Simple accounting requirements

 

ü  Minimal Government and registered agent fees and costs

 

ü  Confidentiality& protection

 

ü  Easy transfer of assets

 

ü  Facility for company name reservation (Up to 90 days)

 

ü  Company Name can end up with “Limited”/ “Ltd” or “Incorporated”/ “Inc”

 

ü  Multiple classes of shares

 

ü  Able to conduct business in the UAE as long as licensed by the appropriate authorities.

 

ü  Has the option to choose the applicable law

 

INCLUSIONS

 

The corporate kit will include Memorandum & Articles of Association, certificate of incorporation, all initial resolutions and minutes, share certificates, shareholder and director registers and other statutory filings.

 

Documents will be attested by the relevant Authority in the UAE, or we can have them notarized and apostilled.

 

Should you have any further question about incorporating in RAK , please do not hesitate to contact me, Dubai and Rak Offshore Company Specialist Consultants to discuss the best structure for your specific case and needs;

 

 Mobile +971553350517 Email: winstonk@live.com Skype: Winston.Wambua
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Appointing a nominee director or shareholder is a common practice for your Company

Appointing a nominee director or shareholder is a common practice for your Company | Dubai  and RAK Offshore Company Specialist Agent | Scoop.it
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Appointing a nominee director or shareholder is a common practice for your Company  -- not just amongst those who like to keep their names out of the paperwork. But if confidentiality is your main reason, be sure to get what you pay for.


The intensified efforts by onshore authorities to access offshore data and identify those citizens with offshore holdings have resulted in a run for cover. As the strength of traditional legislative barriers is being tested, it has become the norm to seek supplementary defenses.


The appointment of nominee directors and nominee shareholders is so wide amongst clients of offshore services that virtually all offshore incorporators will offer this service, either themselves or through a third-party management company.

Nominee services and offshore business


The concept of nominating professional directors and shareholders is as old as the offshore business itself.

Offshore companies involved in trading relationships with onshore entities, such as those participating in transfer-pricing schemes, rely on nominees to demonstrate that they are truly offshore -- that is being managed from an offshore jurisdiction, and not from the beneficial owner's domicile. This is important if any tax advantages are to be gained.


Some appoint professional directors in order to gain relief from the administrative headaches connected with their offshore company. A company administrator will ensure that all legislative requirements are adhered to and take care of the settlement of annual fees, maintaining registered office, filling annual returns and so on.


Professional nominee officers are prerequisite to those who seek to own a more complex offshore entity -- such as a regulated bank or an insurance company - yet do not possess the prescribed qualifications to serve as board members themselves.


Nominees for privacy


But nominee services are not only used to overcome regulatory hurdles, simplify administration or facilitate tax mitigation.

Nominee services naturally play an important part in the protection of financial privacy.

Where an offshore company serves as the first defence with which to shield asset ownership, nominee officers and shareholders provide a second layer of protection. Would-be asset seekers, be they governments or private litigants, intruding into offshore records and databases, will not be able to match their target's name against available data. This will not be because the sought information will be kept as confidential, or be hidden or obscured -- it will be because the information will simply not be there.


The desire to obtain complete privacy, often bordering on anonymity, is in fact a major reason why so many are happily paying extra for keeping their names out of the paperwork.

But some are just wasting their money.

 Services Confidential, cutting-edge advice and assistance with all aspects of onshore and offshore banking, effective asset protection, discreet financial transactions, low-tax offshore trading . 


What you don't realise


Offering nominee services is a profitable option for any offshore incorporator. In addition to the flat annual fee you pay for keeping your name off the records, they will charge a per-task fee for any transaction you request they execute on your offshore company's bank account. (Where most will bill a flat per-transaction fee of about $10 to $20, some are known to charge a percentage -- as if the difficulty or time spent preparing a transfer order somehow depended on the amount involved!)


Privacy then costs -- but what if you don't even get what you paid for?


Putting easy profits above principles, many incorporators fail to tell you that using their nominee services might provide no extra privacy at all: Ever greater number of offshore jurisdictions now require that the details of true beneficial ownership be disclosed to them. Quite naturally, employing nominees in such a case is all but useless.


When challenged on this point, some incorporators argue that the beneficial owner details are only held by the offshore government and are not made public -- as opposed to the directors' and shareholders' registry which might be open to public scrutiny, they might add.


Well:


1. First of all, jurisdictions that do place their corporations' officers and shareholders on public file should never even be considered "offshore" from a privacy point of view. What benefit do you derive from using an offshore corporation to shield assets if anybody can look up your name against the corporation's name?


2. Nominee services should provide a second layer of privacy protection, not first. Using nominee services to compensate for a jurisdiction's lack of privacy provisions (as per point 1) is bad advice -- it is rather like getting an alarm installed because the door to your house will not lock. Fix the door first -- incorporate elsewhere -- then employ nominees to provide the additional barrier of protection against would-be intruders.


3. Despite assurances regarding the confidentiality of any beneficial owners' register, experience has taught the author of this article to exercise caution with respect to all governments -- both onshore and offshore. A "if they don't know, they can't tell" is an appropriate line of thinking here.


Will your defences stand?


Before blithely accepting the logic of a nominee-administered structure, you would be well advised to question your offshore services provider as to the actual privacy benefits. You might be surprised to learn that it might be necessary to make a complete and total disclosure regarding beneficial ownership. Perhaps it's time to look elsewhere?


If you are serious about protecting your financial privacy, additional considerations need to be taken into account with respect to nominee-administered offshore structures.

The nominee's own domicile / jurisdiction needs to be considered, in particular what legal protections exist to confound any legal actions mounted to force the disclosure of beneficial ownership.

From an asset protection point of view, the strength of any offshore structure must always be judged in terms of how many legal manoeuvres (court orders) would be needed to arrive at the final destination and seize assets.


The level of protection increases in direct relation not only to the number of steps that need to be taken to reach the litigant's goal -- your assets -- but also the difficulty of each step. What is needed is a metaphorical mountain assent, and not a stroll in a meadow.


Of course, the same principle applies in cases where the primary concern is the effective preservation of confidentiality of beneficial ownership.


A handful of corporate administrators offer the option to appoint their corporate nominee -- that is another offshore entity existing solely for this purpose, constructed with the deliberate intention to frustrate any legal attempts to extract information from it. Such corporate nominees typically make use of multi-jurisdictional laws (regulatory arbitrage) to provide practically impenetrable defences for those who seek this level of protection.

But this approach is not at all usual -- the opposite is.

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Re-Domiciliation of Companies in Dubai guide/FAQ

Re-Domiciliation of Companies in Dubai guide/FAQ

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The  purpose  of  this  guide/FAQ  is  to  assist  clients  in  understanding  the  purpose  of  corporate  re- domiciliation, the advantages and disadvantages, and to give an indication of the costs involved.

To avoid repetition, the terms “outgoing” to refer to the existing jurisdiction from which the company is to be re-domiciled, to “incoming” to referring to the jurisdiction into which the company wishes to be re-domiciled.

What does re-domiciliation mean?

Much in the way that a company can change its registered office/registered agent within the same jurisdiction, it can also “move” to a new jurisdiction. Corporate re-domiciliation is the process by which a company moves its ‘domicile’ (or place of incorporation) from one jurisdiction to another by changing the country under whose laws it is registered or incorporated, whilst maintaining the same legal identity. The ease with which re-domiciliation may take place has increased in recent years.

Not all countries allow re-domiciliation. Those that do, tend to be Commonwealth “common Law” (as opposed to Civil law jurisdictions). Notable exceptions are Austria, Hungary, Latvia, Luxembourg, & Liechtenstein which are civil law but do permit re-domiciliation.

Why should I want to re-domicile?

There can be many reasons. Companies’ may re-domicile for a variety of reasons including:

a)    To take advantage of more favourable tax laws
b)    To take advantage of less stringent regulatory provisions;
c)     To align their place of registration with their shareholder base;
d)    To access specialist capital markets.

From and to which countries can a company be re-domiciled?

Countries/jurisdictions from which redomicilliation is possible.

Andorra ,Anguilla ,Antigua and Barbuda Aruba Austria Bahamas Bahrain Barbados Belgium Belize Bermuda, British Virgin Islands, Brunei , Cayman Islands

Cook Islands Costa Rica Cyprus Dominica Gibraltar Grenada Guernsey Hungary Ireland
Isle of Man
Israel Jersey Latvia Lebanon Liberia
Lichtenstein Luxembourg Macao
Malaysia (Labuan) Maldives
Malta
Marshall Islands
Mauritius Montserrat Nauru
Netherlands Antilles
Panama
Philippines
Portugal (Madeira)
Samoa

Seychelles
St Kitts and Nevis
St Lucia
St Vincent Grenadines Switzerland
Turks and Caicos
Islands United Arab Emirates (Dubai) Uruguay
US Virgin Islands
USA (Delaware) Vanuatu
  
Countries/jurisdictions from which redomicilliation is not possible.

 Hong Kong Monaco Netherlands
  
… together with most “civil law” countries

United Kingdom

Singapore

To re-domicile, both the existing jurisdiction (where the company is currently registered)  and the target jurisdiction (where the company is to be ‘continued’) need to be on the list of countries where re-domiciliation IS possible. There are certain countries (UK, Hong Kong, Singapore) that one might expect to allow re-domiciliation, but don’t.

In such cases other solutions must be found.

 What is required to re-domicile?

Re-domiciliation will help companies to avoid liquidating the existing company and transfer its portfolio of assets to an entity incorporated for the purpose of the new jurisdiction.

There are two separate parts to re-domiciliation: The outgoing jurisdiction: -

a)  The outgoing company must be fully up to-date (where, for example, accounts are required these must be filed up to date together with any outstanding annual returns etc.)

b) There must be no on-going legal process against the outgoing company.

c) Various documents need to be filed with and obtained from the outgoing registry e.g. resolutions and consent to re-domicile etc.

d) A certificate of good standing and certificate of incumbency must be obtained in every case.

For Example in Dubai TECOM the legal process will be;

 Accordingly an overseas company, if authorized by the laws of the jurisdiction in which it is incorporated, can apply to TECOM for continuation as a company in TECOM. The application should include all information and documents required by TECOM including resolutions, certifications, declarations, confirmations, opinions, authorizations and clearances.

Upon approval of the application for continuation, TECOM shall issue a provisional ‘certificate of continuation' of such terms and conditions as it considers appropriate. The company should, within 3 months from the date of issue of the provisional certificate, file with TECOM the certificate evidencing that the overseas company has ceased to be incorporated under the laws of the current jurisdiction and return the provisional certificate of continuation. TECOM shall issue the final certificate of continuation which shall be effective from the date of continuation stated in the provisional certificate of continuation.

The incoming jurisdiction:-

The requirements of the incoming jurisdiction vary wildly.  As a minimum, a resolution to re-domicile and a Certificate of Good standing (CoGS) may suffice. Other jurisdictions require detailed information, certificates of solvency etc., all of which are expensive and time consuming to obtain. In broad terms; Belize, The Marshall Islands and The Seychelles are the least demanding and consequently the cheapest, whereas Dubai/RAK, Cyprus, Mauritius, and the BVI are more expensive.

What are the advantages of re-domiciliation?

The advantages are subjective and often involve the balancing of the additional costs of re-domiciling against the inconvenience (and costs) of not doing so.

As an example Mr. X formed a Gibraltar company in 2002. He has established bank accounts for this company and the company has a number of commercial contracts. For various reasons Mr. X wishes to re-domicile the company to the Seychelles.

If he re-domiciles, he will pay certain costs, but:

a)  The company continues its legal existence with effect from the original incorporation date – 2002 in this example. … It can quite properly state “in business/incorporated for over 10 years” for example.

b) Websites can remain “as is” with only minor changes to privacy policies and T&C.

c) All of its legal contracts therefore remain valid although notification of the change of jurisdiction may be required to counter-parties.

d) Bank accounts may remain in place as it is still the same company. Please note that banks will almost certainly require a full set of documents pertaining to the incoming jurisdiction.


By contrast, Mr. Y also has a company registered in Gibraltar and wishes to transfer/continue his business in Belize.  He has no contracts and his bank accounts are (relatively) easily replaced. In such a case he might be better advised to register a company (perhaps with the same name) in Belize, establish new banking relationships, and simply arrange for the Gibraltar Company to be struck off.

Costs of re-domiciliation

These vary according to jurisdiction. The cheapest being Belize, Seychelles and the Marshall Islands, where the re- domiciliation process will generally cost less than US $1,000 / €750, to which must be added

The cost of first year domiciliation services in the incoming jurisdiction (registered office, registered agents etc.) in the new jurisdiction
The cost of compliance in the outgoing jurisdiction – this could be as simple as a notarised resolution and a certificate of good standing.

Other jurisdictions e.g. Mauritius, BVI the Emirates (RAK etc) and Cyprus, although ending up with the same thing, require considerably more work and are thus much more expensive (up to around €4,500 in the case of the Emirates/RAK and Cyprus). The existence of a unique feature (eg VAT registration in the case of Cyprus, or a beneficial tax treaty could well make the
more expensive option more attractive.


Should I re-domicile or should I just create a new company with the same name elsewhere?

This will depend entirely on the circumstances of the existing company and the following factors will probably decide this.

The existence of contracts that cannot easily be re-negotiated.

The existence of assets held by the company in the outgoing jurisdictions e.g. property which may be expensive and time consuming to sell and buy back.

Existing bank accounts with banks that no longer offer accounts for “offshore companies” (e.g. certain Swiss banks). If one or more of the above factors are applicable it is probably worth considering re-domiciling the company.

If not, it will probably be more cost effective to simply close the “old” company and establish a new one in a more congenial jurisdiction, with the same, or different name depending on circumstances.

What if my existing or chosen jurisdiction is not on the list?

You may wish to contact us for advice, but, assuming the unanimity of the shareholders, the simplest method would be to create a new company (NewCo) in the chosen jurisdiction. Newco would then acquire 100% of the issued shares of the existing company (OldCo).  Assets would be transferred from OldCo to NewCo over time and NewCo would also take on all new business.

After a suitable period and after all assets had been transferred to NewCo and creditors had been paid, OldCo could be struck off or otherwise dissolved.

The above would necessarily require the consent and agreement of  all shareholders.

Glossary: -

Certificate of good standing – a registry issued document that confirms that the company is fully up to date in its filings. In some cases this document will also confirm the directors and shareholders, thus obviating the need for a Certificate of incumbency.

Certificate of incumbency – this document is normally issued by the company secretary/registered agents and confirms the current directors and shareholders.

 Winston Wambua.

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The top 30 offshore firms

The top 30 offshore firms | Dubai  and RAK Offshore Company Specialist Agent | Scoop.it
winston wambua's insight:

 

1 Maples and Calder

 

Global managing partner: Henry Smith

Legal

Staff: 698

Fee-earners: 305

Qualified lawyers: 245

Partners: 82

Equity partners: Not disclosed

Female partners: 18

Fiduciary

Staff: 259

Fee-earners: 164

Key clients

Not disclosed

 

Maples and Calder leapfrogs Appleby to lead the offshore top 30 for the first time since 2009, based on partner and lawyer numbers, although Appleby does have five more staff in total. When the firm’s fiduciary business, MaplesFS, is included, more than 900 people are now employed by the firm, making it a real global player.

The law firm part of the business added an extra office last year, moving into Singapore in the summer, but Maples’ most significant move - and one that rocked the offshore market and sparked much comment - was its recruitment of seven partners and four associates from Cayman Islands rival Walkers. The team, which included six Cayman partners as well as British Virgin Islands (BVI) partner Tim Clipstone, specialises in funds and was a boost to Maples’ already strong funds practice.

The firm estimates that it advises on over 900 master fund structures and acted on the formation of a third of new funds registered with the Cayman Islands Monetary Authority (Cima) last year.

The firm also picked up Karie Bergstrom from Deloitte as chief operating officer and expanded with hires in Dublin. Maples continues to push its Irish offering, investing in high-profile advertising at Dublin Airport and making up Brian Clarke and Connor Owens to partners in January 2012. Clarke and Owens were among 10 promotions at the start of the year.

Maples would not comment on its financial performance, but its headcount growth points to continued health for this offshore leader.

 

2 Appleby

 

Group managing partner: Michael O’Connell

Group chairman: Frances Woo

Legal

Staff: 694

Fee-earners: 255

Qualified lawyers: 211

Partners: 75

Equity partners: Not disclosed

Female partners: 19

Fiduciary

Staff: 222

Fee-earners: 183

Key clients

HSBC, PokerStars, Royal Dutch Shell, Santander, Zurich Assurance/Zurich Bank

Appleby’s headcount overall stayed static in 2012 compared with the previous year, although there were a number of strategic developments and several key hires for the firm.

Chief among these was Appleby’s expansion in Asia with a Shanghai office. Currently, Shanghai offers only representative fiduciary services, rather than legal services, but the move highlights a continuing focus on Asia for offshore firms. ­Appleby also set up a Hong Kong litigation team led by Eliot Simpson, who relocated from the BVI, and at the end of 2012 elected Hong Kong-based partner Frances Woo as its new global chair.

Litigation was the other notable focus of Appleby’s 2012. The firm hired Serle Court Chambers silk ­Peter McMaster in January and followed that up with the appointment of Ogier’s Cayman litigation head Chris Russell in March, boosting its Cayman litigation practice significantly.

Overall, Appleby says the year brought no great surprises, given the economic environment, but that deals held up well and 2012 finished strongly. The focus on Asia is set to continue and the firm also expects compliance to be a major theme for the offshore sector as the US Foreign Account Tax Compliance Act (Fatca) is implemented.

 

3 Mourant Ozannes

 

Managing partner: Jonathan Rigby

Legal

Staff: 446

Fee-earners: 230

Qualified lawyers: 175

Partners: 53

Equity partners: 53

Female partners: 7

Female equity partners: 7

Fiduciary

Not applicable

Key clients

Charter International, Deutsche Bank, KWAP (Malaysian Sate Pension Fund), Morgan Stanley

Although Mourant Ozannes did not add any partners in net terms in 2012, the loss of partners at Walkers puts the firm in third place, its highest-ever standing in the top 30 since its 2010 merger. With two and a half years now passed since Jersey’s Mourant du Feu & Jeune and Guernsey’s Ozannes joined forces, the firm continues to grow and expand, and reported a 7 per cent increase in revenue last year.

Adding capability in new jurisdictions was the main focus for the year. Mourant Ozannes opened in Hong Kong in January 2012 and the firm reports “impressive revenue and significant client wins” one year on.

Meanwhile, Mourant Ozannes, like several other firms, also put its efforts into the BVI. Although it took several months to obtain a ­licence, the firm finally launched in the jurisdiction in September. Partner Michael Williams relocated to the BVI and was joined there by ­Rachael McDonald and Shaun Folpp, both recruited from Ogier where they were managing associates.

The firm won roles on some significant deals and cases last year, including representing a Saudi ­Arabian family which won $2.5bn (£1.6bn) in damages in the Grand Court of the Cayman Islands in June, and providing Jersey advice to the Malaysian consortium that bought Battersea Power Station.

Daniel Birtwistle replaced Jonathan Rigby as Jersey managing partner, leaving Rigby free to focus on his job as firmwide managing partner. Rigby’s role this year will see him continue investment into the BVI, Cayman and Hong Kong practices in line with Mourant Ozannes’ five-year strategy.

The firm will shortly re-enter the non-legal services arena, launching a corporate services arm to provide ancillary services, three years after Mourant du Feu & Jeune sold its fiduciaries.

                       

“We will continue to see firms looking for new markets for traditional offshore services and may see further consolidation in the offshore sector”

Jonathan Rigby, Mourant Ozannes

 

4 Walkers

 

Global managing partner: Ingrid Pierce

Legal

Staff: 363

Fee-earners: 162

Qualified lawyers: 150

Partners: 52

Equity partners: Not disclosed

Female partners: 14

Fiduciary

Not applicable

Key clients

Carlyle Group, HSBC, Petrobras, Sberbank, SCOR

The big development at Walkers last year was the sale of its management services business, Walkers Management Services (WMS), to Intertrust for an undisclosed amount. WMS’s management team transferred to Intertrust, with the firm saying that for clients there would be no change and that it expected to keep on working in co-operation with Intertrust.

Walker made up 11 lawyers to its partnership in 2012 but lost a number of partners to other firms throughout the year. The biggest loss was that of a seven-partner funds team to Maples and Calder in Cayman and the BVI, but other partners left for Appleby, Forbes Hare and Travers Thorp Alberga, thus negating the firm’s hires and promotions.

Like Maples, Walkers is continuing to expand in Ireland and the ­office there now has almost 30 lawyers. The firm hired A&L Goodbody partner Dominic Conlon to head its corporate group in Dublin as well as making two senior non-partner hires to launch insolvency and derivatives practices there.

In October Walkers made a ground-breaking decision, electing its first female managing partner in the shape of Cayman-based Ingrid Pierce. Pierce has been at Walkers since 2002, having joined the firm from the commercial and Chancery bar in London. She now has the challenge of leading a reshaped firm, which says it is continuing to evaluate where its clients want it to be in the world.

 

“As expected, regulation took centre stage in 2012 and much time was spent analysing its impact on clients. Finance and downstream M&A was extremely active although new fund launches were down and took considerably longer to bring to market than in previous years”

Ingrid Pierce, Walkers

 

5 Conyers Dill & Pearman

 

Co-chairs: Narinder Hargun, David Lamb

Legal

Staff: 540

Fee-earners: 162

Qualified lawyers: 138

Partners: 49

Equity partners: Not disclosed

Female partners: 13

Fiduciary

Not applicable

Key clients

Burger King Worldwide Holdings, Crédit Suisse, Digicel Limited, Global Hospitality Investments, Noble Group Ltd

Conyers Dill & Pearman continued its slow-but-steady growth of the past two years by adding two partners between 2011 and 2012 and keeping the rest of its headcount roughly similar to 2011.

Change at the top was the main theme for the Bermuda-based firm. Chairman John Collis, who had been at the helm for years, retired and was replaced by co-chairs ­Narinder Hargun and David Lamb. Hargun sits in Conyers’ Bermuda headquarters while Lamb is based in Hong Kong. Both are continuing to fee-earn.

Meanwhile, Kevin Butler became head of the Cayman office and Christopher Bickley took over as Hong Kong head. In Mauritius, ­Stephen Scali joined the firm to lead the office from a role as chief executive of a locally-based trust company. Other hires were below partner level but across the firm’s network of offices.

Conyers’ presence in jurisdictions like Mauritius and Russia paid off, with some good instructions, including a role on the $55bn acquisition of BP’s Russian subsidiary TNK-BP by Rosneft.

The firm did not provide information on its financial performance.

 

6 Carey Olsen

Chairman: John Kelleher

Legal

Staff: 285

Fee-earners: 177

Qualified lawyers: 152

Partners: 40

Equity partners: Not disclosed

Female partners: 3

Fiduciary

Not applicable

Key clients

Barclays, Kleinwort Benson, Northern Trust, RBS International, Royal Bank of Canada

Carey Olsen made a significant move outside its home jurisdiction of the Channel Islands last year, formally opening in Cayman in December after hiring two partners from Maples and Calder, in addition to a Maples associate and an Allen & Overy associate, both of whom joined as partners.

After years of being one of the few offshore firms without a base in the Caribbean, the launch was prompted by client demand - which also led Carey Olsen to form an association in the BVI in January 2013 with two-partner firm Hempel & Boyd.

The firm decided not to merge with an existing Cayman practice, its aim being to maintain its brand, reputation and service standards.

However, the Channel Islands base was not neglected: in January 2012 Jersey lawyers Peter German and Daniel O’Connor were promoted to the partnership.

Carey Olsen said its revenue had grown above inflation between 2011 and 2012, without specifying by how much. Chairman John Kelleher said the strength of the growth was “surprising in the current climate - economic conditions are such that it’s difficult to predict dealflow with any certainty, although we have continued to enjoy a strong pipeline over recent years”.

The next year is likely to involve further consolidation and integration of the firm’s new Caribbean ­offering, although it is also considering its options in Asia.

 

“In certain jurisdictions there has been a lot of movement between firms and we expect this to settle in 2013. Where there are new entrants to the market, such as in the Caribbean, we expect a period of bedding in before the real impact is seen, although the early signs are that this has been positive news for our clients”

John Kelleher, Carey Olsen

 

7 Ogier

 

Group CEO: Nick Kershaw

Legal CEO: James Bergstrom

Legal

Staff: 275

Fee-earners: 195

Qualified lawyers: 176

Partners: 39

Equity partners: 30

Female partners: 5

Female equity partners: 2

Fiduciary and group services

Staff: 554

Fee-earners: 289

Key clients

Circle Holdings, Graff Diamonds, HSBC, Randgold, RBC

Ogier has slipped down the rankings this year, swapping places with Carey Olsen after its partner headcount fell by three over the course of 2012. However, when it comes to qualified lawyers, Ogier is the third-largest offshore firm, with 176 lawyers across its 11 offices.

The firm’s fiduciary and group services businesses are also sizeable, together employing 554 staff.

Partners leaving Ogier last year included Cayman litigation head Chris Russell, who went to Appleby; BVI private client partner Zac Lucas, who moved to Lawrence Graham in Singapore; and Hong Kong-based Timothy Bridges, leaving for Harneys.

In turn, Ogier hired 3 Stone Buildings’ Richard de Lacy QC as its new Cayman litigation head.

The firm appointed Hong Kong managing partner James Bergstrom as its first legal CEO in February last year. Bergstrom’s appointment followed a split in the CEO position, with group CEO Nick Kershaw handing over responsibilities for the legal practice while retaining the group mandate for another three years.

The biggest splash made by Ogier came right at the start of 2012 when it announced it was becoming the first offshore firm to open in Luxembourg. Ogier hired François Pfister from local firm OPF Partners for the launch and conducted an extensive roadshow to make sure the local and international firms already present there knew what its intentions were. This paid off, with the local market expressing muted enthusiasm for the extra business Ogier might bring to the jurisdiction.

 

8 Hassans

 

Managing partner: Javier Chincotta

Legal

Staff: 170

Fee-earners: 84

Qualified lawyers: 81

Partners: 30

Equity partners: 27

Female partners: 7

Female equity partners: 4

Fiduciary

Staff: 74

Fee-earners: 69

Key clients

Alliance Boots, BwinParty, Crédit Suisse, International Power, SubSea7

Gibraltar firm Hassans remained much the same size in 2012 as in 2011, with a partnership of 30 of which 90 per cent are in the equity. Litigation partner Gillian Guzman became Gibraltar’s first female QC in March.

In 2012 a new management committee was implemented to streamline the firm’s policies and procedures. The firm is led by managing partner Javier Chincotta.

Hassans also set up a business advisory unit to advise clients on issues such as tax and legislative reform last year.

The firm is examining a restructure of its fiduciary business, merging its two fiduciaries - Line Management and Line Trust. It also wants to find premises big enough for both the legal and fiduciary businesses.

Last year Hassans worked on some sizeable transactions, including setting up three publicly-traded companies for NYSE-listed Tyco.

 

9 Bedell Cristin

Managing partner: Richard Gerwat

Legal

Staff: 147

Fee-earners: 82

Qualified lawyers: 68

Partners: 30

Equity partners: 18

Female partners: 4

Female equity partners: 1

Fiduciary

Staff: 161

Fee-earners: 114

Key clients

Aviva, AXA Real Estate, Barclays, RBS, Santander

Channel Islands-headquartered Bedell Cristin had a good year, reporting a revenue increase of 5 per cent for its law firm - excluding Bedell Trust, the fiduciary arm. The firm’s partnership headcount rose by one to 30 and it added seven lawyers.

Bedell Cristin built on its hire in early 2012 of BVI lawyer Stephen Adams by moving him to Singapore to launch an office there in July - its first Asian presence. It then hired Appleby partner Valerie Georges-Thomas for the BVI office.

The further development of the Singapore office is identified as a strategic aim for the coming year, in tandem with the Mauritius office. Managing partner Richard Gerwat identifies Asia and other developing markets as a major focus for the offshore sector over the coming years.

Closer to home, Bedell joined forces with Crossland Private Office to form Bedell Family Office, an administration and advisory company for high net worth individuals based in Jersey. The venture is expected to work closely with the private client team at Bedell Cristin.

 

“Recovery from the financial crisis is slower than might have been expected but despite this, the offshore market continues to seek out opportunities in new markets and enhance its regulatory and legislative position generally in the face of growing calls for international co-operation”

Richard Gerwat, Bedell Cristin

 

10 Harneys

Managing partner: Peter Tarn

Legal

Staff: 266

Fee-earners: 100

Qualified lawyers: 97

Partners: 27

Equity partners: Not disclosed

Female partners: 9

Fiduciary

Staff: 47

Fee-earners: 20

Key clients

BancoBradesco, Deutsche Bank, Lloyds TSB, TNK-BP, Virgin Group

Like a number of other offshore firms, 2012 saw a change at the top at BVI firm Harney Westwood & Riegels. Richard Peters, managing partner for 20 years, retired and was replaced by Peter Tarn. Tarn, unusually, is based in the firm’s London office, which he heads.

Peters was also BVI office head and was replaced in that role by Sheila George, who is also private client head. Meanwhile, Jonathan Culshaw took over as Hong Kong managing partner following the 2011 departure of Paul Lau; Emily Yiolitis succeeded Pavlos Aristodemou as Cyprus head; and Marco Martins became Cayman office head when Kieron O’Rourke retired in September.

The focus for Harneys was on the Cayman practice and the Hong Kong office, with a net growth of 15 fee-earners in Hong Kong. Notable hires included Timothy Bridges from Ogier. Overall, headcount was up by a net 19 lawyers, with one extra partner on 2011, and Harneys recruited heavily throughout the year.

In 2013 the firm expects to maintain its focus on emerging markets. Unusually, the firm has representatives on the ground in Africa - in the shape of Zimbabwean lawyer Patrick Colegrave - Brazil and Central and Eastern Europe.

Meanwhile, Harneys will keep expanding its Cayman and BVI footprint around the world, with plans to add litigation capability for both jurisdictions in London.

 

“What we saw during 2012 and expect to continue to see in 2013 is growing demand for offshore lawyers to bring more to the table: to look at our clients’ needs more holistically and address underlying needs rather than simply provide limited services”

Peter Tarn, Harneys

 

11 Collas Crill

 

Managing partner: Jason Romer

Legal

Staff: 139

Fee-earners: 82

Qualified lawyers: 53

Partners: 26

Equity partners: 13

Female partners: 3

Female equity partners: 3

Fiduciary

Staff: 11

Fee-earners: 9

Key clients

Butterfield, HSBC, Investec, RBC, RBSI

Two years on from the merger that created Collas Crill, the firm had another strong year. It was targeting double-digit growth in 2012, which it “narrowly missed”, but is expecting to return to similar growth in the next two years.

The firm had 26 partners at the end of 2012 and made up three more, effective 31 December, doubling the number it had when the merger went live in April 2011.

Collas Crill continued to expand its Singapore office, which launched in 2011, relocating head of fiduciary Marcus Hinkley there and hiring Leon Santos from fund manager Prosperity Capital Management. The firm also hired below partner level.

In 2013 Collas Crill wants to maintain its focus on fiduciary, investment funds and litigation work while developing a range of niche practice areas including e-gaming and renewable energy. It also plans to strengthen its strategic alliances in jurisdictions including the Cayman Islands, the BVI and New Zealand.

 

“Collas Crill’s business model is, in many ways, a reflection of the situation in the Channel Islands. We have built a truly pan-Channel Islands business that focuses on meeting a client’s needs regardless of its location. We have put structures in place to ensure there is no preference from the owners of the business as to where the work is done. There is a parallel here with what Jersey and Guernsey are planning to do to work more closely together, despite being competitors”

Jason Romer, Collas Crill

 

12 Cains

 

Managing partner: Andrew Corlett

Legal

Staff: 54

Fee-earners: 28

Qualified lawyers: 26

Partners (directors and divisional directors): 15

Directors: 7

Female directors: 0

Fiduciary

Staff: 23

Fee-earners: 22

Key clients

AngloGold Ashanti, Barclays Bank, Genting International, HSBC, Sasol Financing International

Isle of Man (IoM) firm Cains had a solid 2012. The firm said its revenue was up by 3.5 per cent and cited a strengthening in its balance sheet as a significant development.

The performance was due to continued strong restructuring and insolvency work and a pick-up in listing work and private equity instructions through the IoM.

Andy Davies was appointed as a new divisional director (or salaried partner-equivalent) in the firm’s accounting services arm.

This year the firm is reorganising itself under a new holding company structure, the aim being to have a fully integrated legal and fiduciary services offering. It is also investing in IT infrastructure, including a new document management system.

Other developments on the cards include a broadening of its jurisdictions; currently it has offices in London and Singapore as well as its Manx headquarters.

 

13 Travers Thorp Alberga

 

Managing partner: Michael Alberga

Legal

Staff: 34

Fee-earners: 18

Qualified lawyers: 15

Partners: 13

Equity partners: 13

Female partners: 7

Female equity partners: 7

Fiduciary

Not applicable

Key clients

AutoNavi Holdings, ECGD (Export Credit Guarantee Department of the UK Government), Green Dragon Gas/Greka Drilling, PAG (formerly Pacific Alliance Group), Rubicon Funds Group

Most significantly, Cayman boutique Thorp Alberga hired the former senior and managing partner of Maples and Calder, Anthony Travers, as senior partner and rebranded as Travers Thorp Alberga (TTA). Travers had been unable to practise law for six years due to restrictive covenants. Walkers partner Nicole Pineda, who has a Latin American focus, also joined.

The firm now has two consultants and 13 partners, and is confident the model works, with managing partner Michael Alberga commenting: “The high-volume low-profit model has to be broken for the foreseeable future. This has placed a premium on the services of a high value-added boutique with a keen fee structure.”

This belief is demonstrated by not only headcount growth but also a revenue increase, according to the firm, of 12 per cent last year.

TTA is also proud of its diversity statistics - over 50 per cent of the partnership are female, putting it at the top of the female partner proportion statistics for offshore.

 

“Locally, we are seeing a marked increase in confidence and are already participating in transactions involving big-ticket land deals by local and overseas investors. Whether this kick-starts the otherwise quiet property market remains to be seen, but it is encouraging”

Michael Alberga, Travers Thorp Alberga

 

14 Triay & Triay

 

Managing partner: Joseph Triay

Legal

Staff: 62

Fee-earners: 27

Qualified lawyers: 25

Partners: 12

Equity partners: 10

Female partners: 0

Fiduciary

Not applicable

Key clients

Not disclosed

Gibraltar firm Triay & Triay had another stable year, losing no partners but equally gaining none. The firm saw the passing of co-founder Joseph E Triay Snr in the summer - his name continues, with five Triays currently partners at the firm, and the next generation training as a lawyer in the shape of Javi Triay.

 

15 Isolas

 

Senior partner: Peter Isola

Legal

Staff: 53

Fee-earners: 26

Qualified lawyers: 26

Partners: 8

Equity partners: 2

Female partners:1

Female equity partners: 0

Fiduciary

Not applicable

Key clients

Financial Services Commission, government of Gibraltar, Jyske Bank, Lombard Odier, and various banks and gaming companies

Isolas reports significant activity at the moment, with the Gibraltar firm reporting a surge in the gaming sector in particular.

The firm kept its headcount stable compared with 2011, although it now has eight partners following the promotion of Steven Caetano.

Partner Mark Isola was appointed QC in February, and Isolas also celebrated its 120th anniversary last year. However, the firm also demonstrated its commitment to the 21st century by launching a mobile app late in 2012.

 

16 Forbes Hare

 

Global managing partner: William Hare

Legal

Staff: 40

Fee earners: 27

Qualified lawyers: 25

Partners: 8

Equity partners: Not disclosed

Female partners: 1

Female equity partners: Not disclosed

Fiduciary

Staff: 10

Fee earners: 10

Key clients

Not disclosed

BVI firm Forbes Hare added two partners in 2012 to bring its partner headcount to eight which, with a total lawyer headcount of 25, sent it up the rankings to 15th place.

The firm’s biggest move was the opening of its London office, joining most of its larger rivals in the City. Forbes Hare picked up Walkers partner Catherine Ross to head the office. Ross also became global head of funds.

Meanwhile, litigator Robert Nader was promoted to the partnership in the BVI.

The firm also made several hires below partner level. Michael Pringle, formerly of Barker Adams, joined as a consultant in February and several associates were hired, mainly in the BVI.

Forbes Hare also launched a sports and media team in 2012, led by managing partner William Hare alongside partner José Santos.

The firm’s litigation team had a particularly good year, advising on the Madoff-related Fairfield Sentry litigation in the BVI, while the corporate team ended the year with an instruction on the listing of a Russian company in the BVI.

 

17 Babbé

 

Managing partner: Andrew Laws

Legal

Staff: 44

Fee-earners: 28

Qualified lawyers: 22

Partners: 8

Equity partners: 8

Female partners: 0

Fiduciary

Not applicable

Key clients

Crédit Suisse, HSBC, Legis, Marlborough Trust, RBC

Guernsey firm Babbé had a quiet year, with “no significant developments” and no change in its partner headcount of eight. The firm’s lawyer headcount dropped by two.

Sadly, this means Babbé still has no female partners.

In the summer the firm hired Mourant Ozannes senior associate Darren Stephens as a consultant in its corporate team.

Major cases and deals for Babbé in 2012 included the successful appeal to the Privy Council by the Spread Trustee Company, which confirmed that if Guernsey’s trust statutes do not say otherwise, Guernsey law will follow English principles.

 

18 Marshall Diel & Myers

 

Managing partner: Kevin Taylor

Legal

Staff: 20

Fee-earners: 11

Qualified lawyers: 10

Directors: 8

Equity partners/directors: 8

Female directors: 3

Female equity partners/directors: 3

Fiduciary

Not applicable

Key clients

Not disclosed

Bermuda firm Marshall Diel & Myers had a change of leadership at the end of 2012 when Canadian-born Kevin Taylor took over from Timothy Marshall as managing director.

Taylor was only made up to director (the firm’s partner equivalent) in January 2012, along with fellow senior associates Rachael Barritt, Katie Tornari and Adam Richards. The promotions brought the number of directors at Marshall Diel & Myers to eight, with another two qualified lawyers on the roster - a similar partner-to-associate ratio to TTA.

The firm focuses on litigation as well as on domestic Bermudian work.

The firm is launching a pupillage programme in 2013, offering one pupillage every two years for Bermudians or permanent residents on the island.

 

19 Simcocks

 

Chief executive officer: Phil Games

Legal

Staff: 49

Fee-earners: 28

Qualified lawyers: 25

Partners: 7

Equity partners: Not disclosed

Female partners: 1

Fiduciary

Not applicable

Key clients

Not disclosed

Simcocks had a good year in 2012, reporting a revenue rise of 5 per cent. Like other Manx firms, Simcocks spent 2012 developing its strategy. It signed an alliance with BVI firm Samuels Richardson & Co in February 2012, and two of its lawyers have been admitted to the BVI bar in an effort to expand the firm’s capability in offering BVI advice.

The firm’s lawyer headcount rose to 23 with hires such as Baker & McKenzie associate Alicia Cain in October, and Simcocks retains its ranking of 2011.

Simcocks picked up some high-profile work last year. On the corporate side it worked alongside Freshfields Bruckhaus Deringer on the £1.4bn private equity deal Project Hawk, involving the acquisition of 75 Manx companies with property holdings in Germany.

Meanwhile, the firm is also involved in the IoM aspects of the mammoth Alfa Group litigation, instructed by DLA Piper for defendant CP Crédit Privé ahead of a hearing in May this year.

 

20 Campbells

 

Managing partner: Alistair Walters

Legal

Staff: 50

Fee-earners: 22

Qualified lawyers: 18

Partners: 7

Equity partners: 6

Female partners: 0

Fiduciary

Not applicable

Key clients

Deloitte, Ernst & Young, KPMG, RBC, Scotiabank

Cayman firm Campbells expanded its staff headcount in 2012 from 45 to 50, and added two fee-earners. Qualified lawyer and partner numbers remained static. However, the firm did add two partners to its equity.

The firm moved offices last year to bigger premises, and has tied up with BVI firm HPA Lawyers in a bid to expand its jurisdictional reach. A number of the Campbells lawyers have been sworn into the BVI bar as a result. Campbells says it is exploring “further expansion”.

Campbells picked out three significant pieces of litigation as its highlights for the year. The firm has been acting for the petitioners, ARC Capital and Haida Investments, in an $880m quasi-partnership dispute; for various pension schemes including the New Orleans Fire Fighters’ Pension & Relief Fund in winding up proceedings against the FIA Leveraged Fund; and for DPM Mellon and BNY Mellon, which are creditors in the liquidation of Sphinx Fund, with a value of $500m.

 

21 Solomon Harris

 

Managing partner: Sophia Harris

Legal

Staff: 33

Fee-earners: 17

Qualified lawyers: 16

Partners: 7

Equity partners: 3

Female partners: 2

Fiduciary

Not applicable

Key clients

Eversheds, Lyxor Asset Management, Societe Generale, TMF Group, Unibanco

Cayman firm Solomon Harris continues to grow, with its partner appointments in 2011 meaning it now has seven partners across its Cayman and Zurich offices.

The firm is also hiring at below partner level, last year focusing on its litigation practice with hires from Appleby and UK firms RPC and Eversheds.

Last year Solomon Harris worked on a number of international deals including the statutory merger of McLaren Insurance Company and Petoskey Assurance, creating a company worth more than $4.2bn, but also advised on the change in majority ownership for Cayman TV company WestStar TV.

 

22 Wakefield Quin

 

Managing director: Nicholas Hoskins

Legal

Staff: 41

Fee-earners: 25

Qualified lawyers: 16

Partners: 6

Equity partners: 6

Female partners: 1

Fiduciary

Not disclosed

Key clients

Not disclosed

Bermuda firm Wakefield Quin had a “flat” year financially, according to managing partner Nicholas Hoskins, and indeed also a flat year in terms of headcount.

The firm has an all-equity partnership of six, including one female partner.

In addition to its legal arm, Wakefield Quin has small corporate services, fund and trust administration divisions .

 

23 AFR Advocates

 

Managing partner: Paul Richardson

Legal

Staff: 41

Fee-earners: 26

Qualified lawyers: 20

Partners: 5

Equity partners: 3

Female partners: 2

Female equity partners: 0

Fiduciary

Not applicable

Key clients

Not disclosed

Guernsey firm AFR Advocates has been low on the radar since its establishment in April 2007 when a group of litigation, private client and property partners broke away from Collas Crill legacy firm Collas Day. The firm now has five partners, having promoted litigator Abby Lund to the partnership last year, and a further 15 qualified lawyers after several junior hires.

Managing partner Paul Richardson says the firm has been focusing on organic growth and developing lawyers through their careers, adding that the strategy has been successful to date with the loss of only two lawyers since the firm launched.

AFR is full-service, advising on issues ranging from contentious matters through to trusts, property and private client, although Richardson notes that litigation has been particularly strong over the past year. Among the cases AFR is advising on are Guernsey aspects of complex litigation over the collapse of the Arch Cru investment funds in 2009.

This year looks set to be one of consolidation for the firm, with the aim of ensuring it is firmly established as a serious contender in the Guernsey market.

 

24 MJM

 

Managing director: Andrew Martin

Legal

Staff: 23

Fee-earners: 18

Qualified lawyers: 16

Partners: 5

Equity partners: Not disclosed

Female partners: 0

Fiduciary

Not disclosed

Key clients

Not disclosed

Mello Jones & Martin, now known as MJM, suffered the loss of founding and name partner Michael ­Mello QC in early 2012 when he and fellow partners Saul Froomkin QC and Juliana Snelling left the firm. Mello was hired by Appleby, Froomkin joined boutique ISIS Law and Snelling launched her own firm with fellow litigator Paul Harshaw.

MJM rebranded and consolidated and now has five law firm directors. Its non-partner headcount remains unchanged.

 

25 Cox Hallett Wilkinson

 

Managing director: David Kessaram

Legal

Staff: 36

Fee-earners: 18

Qualified lawyers: 15

Partners: 5

Equity partners: 5

Female partners: 0

Fiduciary

Staff: 14

Fee-earners: 10

Key clients

General Mills, Gulf Keystone Petroleum, Norwegian Cruise Lines, Reliance Globalcom, Singer Worldwide

Bermuda firm Cox Hallett Wilkinson had a fairly tough year, reporting a drop in revenue of 11 per cent - although the firm said profitability was up. The local economy continues to have an impact on law firms in the jurisdiction.

The number of directors (partners) at the firm dropped by one to five, decreasing lawyer headcount to 15 from 16 in 2011.

Despite the tough economy, Cox Hallett Wilkinson did manage to pick up work on some sizeable deals, such as the $475m IPO of Norwegian Cruise Lines on the ­Nasdaq Global Select Market. The firm also acted for the Bank of Nova Scotia on a $1bn loan financing for Canadian listed mining company Kinross Gold Corporation.

This year Cox Hallett Wilkinson wants to maintain its position as one of Bermuda’s top firms and keep growing organically, both through developing Bermudian lawyers and through overseas recruitment.

It is also considering the possibility of a strategic alliance in other offshore jurisdictions.

 

26 Voisin

 

Managing partner: Ian Strang

Legal

Staff: 35

Fee-earners: 20

Qualified lawyers: 14

Partners: 5

Equity partners: Not disclosed

Female partners: 0

Fiduciary

Staff: 90

Key clients

Not disclosed

Jersey firm Voisin saw a net gain in qualified lawyers of one between 2011 and 2012, and welcomed three newly-qualifieds to the firm. Partner headcount of five was static.

The firm continues to advise on commercial, litigation, private client and property law, and at the start of 2013 recorded a victory for the claimant in a $1.3m claim by the director of two investment businesses, AI Airports International and PI Power International, for non-payment of contractual exit fees.

On the non-legal side, the firm’s trust company Volaw expanded through a merger with trust and administration group Europlan. Volaw now employs 90 people.

 

27 Dougherty Quinn

 

Legal

Staff: 36

Fee-earners: 21

Qualified lawyers: 13

Partners: 5

Equity partners: 5

Female partners: 1

Fiduciary

Not applicable

Key clients

Allied Irish Bank Group, Canada Life Group, Crédit Agricole, GVC Holdings, Lloyds Banking Group

Isle of Man (IoM) firm Dougherty Quinn had a very strong 2011/12, with revenue up by 9 per cent year-on-year by the financial year-end in September. It said the last quarter of 2012, which is the first quarter of its 2012/13 financial year, was extremely good, with year-on-year turnover up by 25 per cent.

All five of Dougherty Quinn’s directors, or partners, are now in the equity and its lawyer headcount dropped by one from 14 to 13 between 2011 and 2012.

The growth was driven by several significant deals and cases. Dougherty Quinn is acting for Crédit Agricole on the delivery, flagging and registration of nine container vessels being built by Hyundai Heavy Industries and it also advised Allied Irish Bank on the restructuring and closure of two IoM banks.

While Dougherty Quinn’s focus remains on the IoM, it is conscious of the opportunities outside the jurisdiction and is keeping an eye on emerging markets, Asia and the Middle East.

 

28 O’Neal Webster

 

Managing partner: Kerry Anderson

Legal

Staff: 29

Fee-earners: 11

Qualified lawyers: 11

Partners: 5

Equity partners: 5

Female partners: 2

Fiduciary

Not applicable

Key clients

Dykema Gossett, EFG Bank, Mercantil Colpatria, Scotia Bank, UBS Switzerland

While not seeing any particular change in headcount last year, BVI firm O’Neal Webster said it had experienced continued growth in litigation, trust and regulatory work, contributing to a “significant” revenue growth of 8 per cent over two years. The firm also reported new client wins in the trusts and fund areas.

The firm’s client list includes UBS, for which it is acting in relation to the mammoth Fairfield Sentry litigation. UBS is trying to recover money lost in the Bernard Madoff Ponzi scheme.

Meanwhile O’Neal Webster also led offshore advice to residential developer Taylor Wimpey as it restructured following the sale of several subsidiaries for $1.15bn.

 

“A major issue for law firms in the British Virgin Islands will be the increased regulation being imposed on legal practitioners and many of their clients. There is the potential for higher law firm costs and downward pressure on fees from clients trying to control the costs brought on by new regulations”

Kerry Anderson, O’Neal Webster

 

29 Trott & Duncan

 

Legal

Staff: 27

Fee-earners: 11

Qualified lawyers: 11

Partners: 5

Equity partners: Not disclosed

Female partners: 2

Fiduciary

Not disclosed

Key clients

Not disclosed

After promoting property lawyer Declan McKervey to director in February 2012, Bermuda firm Trott & Duncan breaks into the offshore top 30 for the first time.

The full-service law firm also offers trust administration services through affiliated company Westport Trust Company.

 

30 AO Hall

 

Managing partner: Alison Ozannes

Legal

Staff: 25

Fee-earners: 15

Qualified lawyers: 13

Partners: 4

Equity partners: Not disclosed

Female partners: 2

Fiduciary

Not applicable

Key clients

Albany Trustee Co, Barclays Wealth, Consortia Partnership Ltd, Trust Corporation of the Channel Islands, Willow Trust

AO Hall lost partners Jon Barclay and Elaine Gray to Bedell Cristin and Carey Olsen respectively last year, reducing its partnership numbers to four.

However, the firm managed to maintain its non-partner headcount, keeping it in the offshore top 30.

The firm offers corporate, employment, litigation and fiduciary advice and continues to strengthen its IP team, last year hiring associate Michael Rogers from South African firm DM Kisch.

 

 

 

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The New 2013 UAE Commercial Companies Law

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According to a statement issued on 28 May 2013, the amended form of the UAE Commercial Companies Law (the "New CCL") has been approved by the United Arab Emirates Federal National Council (the "FNC"). It is now extensively anticipated that the New CCL will enter into full force in the final quarter of 2013.

 

The New CCL amendment has been long awaited and whilst further legislative steps are needed before it comes into force, FNC endorsement marks the resolution of dazzling discussion points, a number of which have been under debate in the UAE for more than a decade. As such, this is a major step.

 

Although the New CCL has yet to be publicly issued, we expect that the approved form will be broadly similar to the draft that was widely circulated in April 2011. If this is the case, the New CCL is likely to fit in a number of changes to the establishment and governance of UAE joint stock companies (JSC) and limited liability companies (LLC). Particular amendments are likely to include the introduction of unified accounting standards that UAE companies must stick to, and the ability for shareholders of a limited liability company to vow or pledge their shares to third parties as security.

 

At the same time as we cannot be certain as to the exact form of the New CCL until it is published officially, what is clear from the FNC announcement is that provisions paving the way for the potential relaxation of current foreign ownership restrictions have been removed. It is expected (but not certain) that this relaxation has been deferred for a separate foreign investment law (the timing for which is uncertain), rather than rejected entirely. It also appears from more recent press reports that the mandatory requirement for a branch of a foreign company to appoint a national service agent has been retained.

 

The New CCL must now be ratified by the Supreme Council and signed by the President before publication in the UAE Federal Official Gazette. It will then go into force on the date stated in the law, which is probable to be three months from the date of publication. Consequently, it is now widely anticipated that the New CCL will enter into full force in the final quarter of 2013, although this timeframe may be subject to further change.

 

The 2013 Draft CCL differs from the 2011 draft of the UAE Commercial Companies Law (the 2011 Draft CCL) 1 in the following key respects:

 

• Foreign ownership above 49 per cent postponed for consideration in a proposed new foreign investment law. The 2011 Draft CCL permitted the UAE Federal Cabinet to issue a resolution determining the form of companies and activities or classes of activities that may be held in full by a foreign partner, or where the share of the foreign partner may exceed 49 per cent of the share capital of the company. This provision has been deleted from the 2013 Draft CCL. Based on press reports at the time the Federal National Council (FNC) was debating the 2013 Draft CCL, we understand that foreign ownership above 49 per cent will now be considered in the context of a proposed new UAE foreign investment law to be circulated later this year.

 

• New provision allowing “reconciliation” of certain offences prior to offences being referred to court. A new provision has been added that allows companies which have committed offences specified in Chapter 1 of Part 11 to “reconcile” for such offences before the offence is referred to court. Reconciling can be accomplished by paying an amount of money not less than double the minimum amount of the fine and not less than the amount of the fine in the case of daily fines. Article 339 further provides that if the crime is repeated within a year of the “reconciliation” or after the issuance of a court judgment, the minimum and maximum amounts of the fines shall be doubled.

 

Article 339 also requires the Minister or ESCA to issue regulations and procedures relating to “reconciliation”. Offences in Chapter 1 of Part 11 that may be “reconciled” include:

 

– Failure of a public JSC to list

– Refusal of a company to allow shareholders to inspect the minutes of general assembly

– Failure of a company to hold an annual general meeting within the specified period

– Failure of a joint stock company (JSC) to convene an extraordinary general meeting when its losses reach 50 per cent of its share capital

– Failure of a company to keep accounting records

– Failure of UAE nationals to hold at least 51 per cent of a company’s share capital

– Disposing of shares in a company in breach of the law and performance of commercial activities by representative offices of foreign companies.

 

The introductory wording in Chapter 2 of Part 11 indicates that “reconciliation” is not permitted for the offences set out in Chapter 2 of Part 11. Offences in Chapter 2 of Part 11 that may not be “reconciled” include:

 

– Overvaluing non-cash contributions for shares

– Distributing profits in breach of the law

– Concealing the true financial position of a company

– Issuing shares in breach of the law

– Entering into transactions for the purposes of influencing the price of  securities

 

• New offence: failure to keep accounting records to explain transactions. A new offence has been introduced relating to accounting records. Under Article 348 of the 2013 Draft CCL, a fine of between AED 50,000 and AED 100,000 shall be imposed on a national or foreign company that fails to keep accounting records for the company to explain its transactions.

 

• Provisions regulating joint venture companies deleted. The provisions in the 2011 Draft CCL relating to joint venture companies have been deleted. Apparently the FNC has taken the view that joint ventures are typically not regulated in company law statutes in other jurisdictions.

 

• Chairman of JSCs must be a UAE national. The 2011 Draft CCL did not require the chairman of a JSC to be a UAE national. The 2013 Draft CCL requires the chairman of a JSC to be a UAE national.

 

• Investment funds to have their own legal personality. New provisions have been added to address investment funds, although very briefly. Article 271 provides that investment funds shall be established in accordance with the conditions established by the Emirates Securities & Commodities Authority (ESCA) or the Central Bank in the case of investment funds licensed by the Central Bank. Article 272 provides that an investment fund shall have its own legal personality and legal form and a separate financial position.

 

• Council of Ministers to promote social responsibility. Article 375 of the 2013 Draft CCL is a new clause which provides that the Council of Ministers shall issue the necessary controls to motivate companies to carry out their social responsibility and its implementation phases.

 

• Objectives of the Commercial Companies Law specified. A new clause has been added which sets out the law’s objectives. Article 2 of the 2013 Draft CCL provides that the law aims to contribute to the development of the business environment and the capacities of the state and its economic standing by organising companies in accordance with global variables, especially those related to organisation of governance rules and the protection of shareholders and partners, as well as supporting the flow of foreign investment and promoting the social responsibility of parties.

 

• Government has improved director appointment right for JSCs. In the 2011 Draft CCL, the federal government or local government had the right to appoint representatives as directors pro rata to such percentage if the federal government or local government holds at least 10 per cent of the share capital of a JSC. The 2012 Draft CCL reduces the minimum holding requirement to 5 per cent for this right to apply.

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The Foreign Ownership of Property in Dubai

The Foreign Ownership of Property in Dubai | Dubai  and RAK Offshore Company Specialist Agent | Scoop.it
A non-resident to buy or own property in Dubai, basically Local law (sharia) was amended to allow foreign ownership which attracted massive real estate investors. Legally there are two way of buying a property in Dubai (corporate and individual).



Laws in Dubai are not the ...
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Appointing a nominee director or shareholder is a common practice for your Company

Appointing a nominee director or shareholder is a common practice for your Company | Dubai  and RAK Offshore Company Specialist Agent | Scoop.it
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winston wambua's curator insight, January 15, 2014 3:30 AM

Appointing a nominee director or shareholder is a common practice for your Company  -- not just amongst those who like to keep their names out of the paperwork. But if confidentiality is your main reason, be sure to get what you pay for.


The intensified efforts by onshore authorities to access offshore data and identify those citizens with offshore holdings have resulted in a run for cover. As the strength of traditional legislative barriers is being tested, it has become the norm to seek supplementary defenses.


The appointment of nominee directors and nominee shareholders is so wide amongst clients of offshore services that virtually all offshore incorporators will offer this service, either themselves or through a third-party management company.

Nominee services and offshore business


The concept of nominating professional directors and shareholders is as old as the offshore business itself.

Offshore companies involved in trading relationships with onshore entities, such as those participating in transfer-pricing schemes, rely on nominees to demonstrate that they are truly offshore -- that is being managed from an offshore jurisdiction, and not from the beneficial owner's domicile. This is important if any tax advantages are to be gained.


Some appoint professional directors in order to gain relief from the administrative headaches connected with their offshore company. A company administrator will ensure that all legislative requirements are adhered to and take care of the settlement of annual fees, maintaining registered office, filling annual returns and so on.


Professional nominee officers are prerequisite to those who seek to own a more complex offshore entity -- such as a regulated bank or an insurance company - yet do not possess the prescribed qualifications to serve as board members themselves.


Nominees for privacy


But nominee services are not only used to overcome regulatory hurdles, simplify administration or facilitate tax mitigation.

Nominee services naturally play an important part in the protection of financial privacy.

Where an offshore company serves as the first defence with which to shield asset ownership, nominee officers and shareholders provide a second layer of protection. Would-be asset seekers, be they governments or private litigants, intruding into offshore records and databases, will not be able to match their target's name against available data. This will not be because the sought information will be kept as confidential, or be hidden or obscured -- it will be because the information will simply not be there.


The desire to obtain complete privacy, often bordering on anonymity, is in fact a major reason why so many are happily paying extra for keeping their names out of the paperwork.

But some are just wasting their money.

 Services Confidential, cutting-edge advice and assistance with all aspects of onshore and offshore banking, effective asset protection, discreet financial transactions, low-tax offshore trading . 


What you don't realise


Offering nominee services is a profitable option for any offshore incorporator. In addition to the flat annual fee you pay for keeping your name off the records, they will charge a per-task fee for any transaction you request they execute on your offshore company's bank account. (Where most will bill a flat per-transaction fee of about $10 to $20, some are known to charge a percentage -- as if the difficulty or time spent preparing a transfer order somehow depended on the amount involved!)


Privacy then costs -- but what if you don't even get what you paid for?


Putting easy profits above principles, many incorporators fail to tell you that using their nominee services might provide no extra privacy at all: Ever greater number of offshore jurisdictions now require that the details of true beneficial ownership be disclosed to them. Quite naturally, employing nominees in such a case is all but useless.


When challenged on this point, some incorporators argue that the beneficial owner details are only held by the offshore government and are not made public -- as opposed to the directors' and shareholders' registry which might be open to public scrutiny, they might add.


Well:


1. First of all, jurisdictions that do place their corporations' officers and shareholders on public file should never even be considered "offshore" from a privacy point of view. What benefit do you derive from using an offshore corporation to shield assets if anybody can look up your name against the corporation's name?


2. Nominee services should provide a second layer of privacy protection, not first. Using nominee services to compensate for a jurisdiction's lack of privacy provisions (as per point 1) is bad advice -- it is rather like getting an alarm installed because the door to your house will not lock. Fix the door first -- incorporate elsewhere -- then employ nominees to provide the additional barrier of protection against would-be intruders.


3. Despite assurances regarding the confidentiality of any beneficial owners' register, experience has taught the author of this article to exercise caution with respect to all governments -- both onshore and offshore. A "if they don't know, they can't tell" is an appropriate line of thinking here.


Will your defences stand?


Before blithely accepting the logic of a nominee-administered structure, you would be well advised to question your offshore services provider as to the actual privacy benefits. You might be surprised to learn that it might be necessary to make a complete and total disclosure regarding beneficial ownership. Perhaps it's time to look elsewhere?


If you are serious about protecting your financial privacy, additional considerations need to be taken into account with respect to nominee-administered offshore structures.

The nominee's own domicile / jurisdiction needs to be considered, in particular what legal protections exist to confound any legal actions mounted to force the disclosure of beneficial ownership.

From an asset protection point of view, the strength of any offshore structure must always be judged in terms of how many legal manoeuvres (court orders) would be needed to arrive at the final destination and seize assets.


The level of protection increases in direct relation not only to the number of steps that need to be taken to reach the litigant's goal -- your assets -- but also the difficulty of each step. What is needed is a metaphorical mountain assent, and not a stroll in a meadow.


Of course, the same principle applies in cases where the primary concern is the effective preservation of confidentiality of beneficial ownership.


A handful of corporate administrators offer the option to appoint their corporate nominee -- that is another offshore entity existing solely for this purpose, constructed with the deliberate intention to frustrate any legal attempts to extract information from it. Such corporate nominees typically make use of multi-jurisdictional laws (regulatory arbitrage) to provide practically impenetrable defences for those who seek this level of protection.

But this approach is not at all usual -- the opposite is.

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Dubai offshore companies regulations

Dubai offshore companies regulations | Dubai  and RAK Offshore Company Specialist Agent | Scoop.it
winston wambua's insight:

The concept of offshore was first introduced in Dubai in late 2001 but it took concrete shape on January 15, 2003 when Jebel Ali Free Zone Offshore Companies Regulations 2003 came into force.

Jebel Ali Free Zone Offshore Companies Regulations 2003 laid down detailed rules and regulations for establishing offshore companies in JAFZA.

 

An offshore company is defined as a non-resident company having a corporate legal entity. Jebel Ali Free Zone Offshore Companies

Regulations 2003 allows the formation of an offshore company by individuals or a corporate body.

 

Distinctive benefits of Jebel Ali Offshore Companies include:

• No requirement to acquire office premises.

• Easy and simple procedure for registration.

• Minimum operating cost.

• Highest asset protection.

• 0% tax environment.

• Opportunity to invest in property and stocks worldwide.

• Unrestricted flow of capital.

• Transfer of assets, stocks, etc.

• 100% foreign ownership.

• No minimum capital requirement.

Bank accounts can be opened and operated in the name of the offshore company subject to the requirements and approval of such local and international banks where such an account can be opened.

Distinctive features & Restrictions of the Jebel Ali Free Zone Offshore Company

 

 Shareholders


• A minimum of one shareholder is required.

• Corporate shareholders are permitted.

• Shareholders will decide capital structure of the Company.

• No fiscal minimum capital requirements have been stipulated.

• Bearer shares are not permitted.

• Different classes of shares are not permitted and shares have to be fully paid when allotted.

• A shareholders meeting should be conducted periodically (at least once in a year).

• Every offshore company shall maintain minutes of all proceedings at general meetings.

• The Register of Members shall be open for inspection by any member of the offshore company.

• If inspection is refused, the company commits an offence.

 

Directors & Company Secretary


A minimum of two individual directors are required to be appointed and corporate directors are not permitted to be appointed or act as directors of an offshore company. Every company shall have a secretary who may also be a director of the offshore company. Furthermore proposed directors of an offshore company who have valid residency visas will require a no-objection letter from their sponsor to take up the position of a director in an offshore company.

Criminal Investigation Department (CID) Approval

When registering an offshore company the shareholders, directors and company secretary are screened by the CID Department in the Jebel Ali Free Zone for security clearance to ensure the shareholders, directors and secretary are able and suitable to take up such positions within the offshore company. The CID screening and approval process should be undertaken as a first step prior to commencing the registration process of the offshore company.

 

Confidentiality


The details of the offshore company including the details of the shareholders, directors and company secretary are not available for public inspection. Only the registered agent of an offshore company has access to information and details of the offshore company.

Restrictions

•To carry on certain business activities such as Banking, Insurance, Re-Insurance, Insurance Agency or Insurance brokerages etc. are closed for offshore companies.

•To carry on business with persons resident in the United Arab Emirates.

•To carry on any other business which may, by regulations made by the authority, be prohibited.

•Names of offshore companies must end with limited.

 

The Registered Agent like me


In order to register an offshore company there is a requirement to appoint a registered agent. The registered agents role will provide the offshore company with its registered office address and act as the intermediary between the offshore company and the free zone authority where communication can be maintained in fulfilling the offshore company’s filing requirements and obtaining necessary documentation and attestation of documents as and when required for the operation of the company.

 

Developments


Recent developments with the JAFZA Offshore Registrations Department have seen the implementation of an online application system which registered agent’s have access to in order to process changes to offshore companies, obtain copies of official documentation and attestations on behalf of their client’s company. The new online system has the intention of increasing administrative efficiency to a much higher level

Penalties have also been implemented and commenced towards offshore companies who do not fulfill their obligations to renew their offshore registrations on an annual basis. Where offshore companies have failed to renew their annual renewal registrations at the time of expiry, the free zone authority have further taken steps to halting all assignments to process actions and changes to offshore companies when requested by the client. The result of this action would no doubt create problems towards the operation of such business which are in use and operational inside and outside the UAE.

The offshore companies registration department in the Jebel Ali Free Zone have also implemented a procedure whereby in the event that an offshore company is to be liquidated / wound up, that particular offshore company should have a valid registration. In the event the registration has expired the offshore company will be required to renew its registration for an additional year prior to applying for liquidation.

 

Cost


Registration costs are currently AED 10,000 payable to the Jebel Ali Free Zone Authority with an annual renewal cost of AED 2,500 per annum from the date of registration.

 

Winston Wambua

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What is bank reference letter?

What is bank reference letter? | Dubai  and RAK Offshore Company Specialist Agent | Scoop.it
Offshore services



Application personal bank account



A bank reference is a letter from bank where you have account. Letter is stating that you are their customer for a certain period of years.
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BVI Case Studies Notes, October 2013

winston wambua's insight:

Below is a summary of recent cases out of the British Virgin Islands (BVI) Commercial Court, compiled by Harneys' Litigation team.


Ruling on the use and status of ancillary relief proceedings and forum non conveniens issues.


  VTB Capital plc v Nutritek International Corp and ors BVIHC (Com) 103 of 2011, 18 September 2013
 Following the dismissal of the English proceedings in the VTB v Nutritek litigation by the Supreme Court earlier this year on forum non conveniens grounds, the BVI Commercial Court has refused to lift a stay of the related BVI proceedings and has held that the BVI is not, in any event, the appropriate forum for the claim.


  The BVI proceedings had initially been issued predominantly for the purpose of obtaining injunctive relief in support of the English proceedings, following the procedure commonly used prior to the Black Swan decision Following that procedure, the BVI proceedings were issued in the form of a substantive claim but were immediately stayed in favour of the English proceedings.  Bannister J described such ancillary relief proceedings as a device which "should not be used in future in cases where orders are sought in aid of foreign proceedings.  It has no secure legal foundation and is calculated only to cause confusion". It was therefore not appropriate for such proceedings to be converted into substantive proceedings after the foreign proceedings had been dismissed.  Bannister J then ruled on a hypothetical jurisdictional challenge brought by the non-BVI defendants on forum non conveniens grounds.  After considering the circumstances of the case, the Judge found that Russia, and not the BVI, was clearly the most appropriate forum for the claim.  A major issue that followed from that was whether Russia was an "available" forum - Bannister J held that it was, despite some evidence that the Claimant may not be able to bring fraud claims there on technical grounds due to the interplay between the Russian Civil and Criminal Codes.  However, most significantly for the purposes of BVI jurisprudence, Bannister J held that the mere fact that two out of the five parties were incorporated in the BVI was not sufficient to make the BVI the most appropriate forum, ruling that the existence of BVI companies as defendants to an action should only lead to a presumption that the BVI was the most appropriate forum where the proceedings related to the ownership or control, constitution or administration of those companies.  An allegation that a BVI entity was involved in an alleged fraud was "neutral for forum purposes".  This was particularly the case where the "real target" of the claim was a non-BVI resident.


"Wishful thinking: intention versus construction": BVI Court rules on the Construction of Trusts
 The BVI court recently considered the construction of the Trust Deed of a BVI administered trust (the Trust).  The Trust Deed listed a number of beneficiaries under the Trust defined as Specified Beneficiaries.  Each Specified Beneficiary was listed with a percentage figure that purported to indicate their entitlement under the trust fund of the Trust (Percentage Entitlements).  Harneys acted for the trustee (the Trustee) and brought an action for the court's assistance with interpretation of the Trust Deed and a declaration from the court that the Trustee is within its powers to amend the list of Specified Beneficiaries and the related Percentage Entitlements.  The Trustee is in possession of a Letter of Wishes from the now deceased settlor, indicating his wish to amend the list of Specified Beneficiaries by deleting one name and adding two more, the Additional Beneficiaries, and to vary the Percentage Entitlements accordingly.  Mr Justice Bannister found that the Percentage Entitlements did not create a fixed interest in the trust fund of the Trust for the Specified Beneficiaries and that the trustees had a legitimate power to vary, amend and delete persons from the list of Specified Beneficiaries and the related Percentage Entitlements under the Trust Deed.  Mr Justice Bannister made further comment on the construction of the Trust Deed considering the status of superadded terms and definitions in relation to those that exist in a typed precedent document.  The Judge found that although the Specified Beneficiaries and Percentage Entitlements were "undoubtedly" unique to the Trust Deed, it did not follow that "those words of entitlement are to be accorded any special status of priority over the other provisions of the trust deed".  The Judge found that it was not possible to infer the settlor's intention from this addition to the Trust Deed and that, because this Trust Deed is not a standard form commercial document in common use between merchants requiring completion or adaptation to conform it to the particular transaction in question, the typed/printed distinction therefore did not arise.


Exercising caution in the pleading of oral agreements – summary judgment:  Clearlie Todman-Brown v The National Bank of the Virgin Islands Limited, BVI HCV 64 of 2013, Byer J.


 This case follows the recent line of BVI authority clarifying the scope of the Court's discretion in deciding whether to grant summary judgment under CPR 15. The Applicant was the defendant bank which sought to argue that the cause of action, as pleaded against it, was based on a bald assertion of an obligation owed by the bank and disclosed no viable claim.


  The Court held that in making the requisite assessment for summary judgment, all of the evidence and pleadings as filed had to be taken into account. Having examined these in depth, the Court concluded that the lack of specificity in the pleadings surrounding the nature of the relevant agreement was a fatal flaw. In particular, any oral agreement must have pleaded specifics so the party against whom it is alleged can know the case against it. There would need to be an indication somewhere in the pleadings of when, where, in what manner, and the subject matter of nature of the agreement.

 

 Approving the wording of the Saunders CJ(Ag) in Bank of Bermuda Ltd v Pentium, Civ App no 14 of 2003 BVI, at paragraph [18], the Court recognised that in exercising its discretion a judge should not allow a matter to proceed to trial where a party has produced nothing to persuade the court that there is a realistic prospect of success. Speculative claims should not be fostered or encouraged by the Court.  The application for summary judgment was therefore granted.


 The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

 

Winston Wambua.

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Is it legal to have an offshore account?

Is it legal to have an offshore account? | Dubai  and RAK Offshore Company Specialist Agent | Scoop.it
winston wambua's insight:

Most countries allow their  national or resident the right to open and maintain an account abroad. In some cases you’ll even have to have a bank account abroad (in the case of expatriation or if you have a second home in another country). Should you declare your Bank account abroad? But, there is the catch, although it is legal to have a bank account abroad most countries also require from their citizens or residents that they declare their accounts abroad regardless of the country or account is opened. Some countries will take the money stashed on an account abroad while other countries will not. 


For example 


 Last time I check, Thailand does not tax the money received by its residents on their foreign accounts, to the contrary other countries such as the US, Germany, France will tax the money placed by their residents on foreign accounts. And if a resident of one of the above mentioned countries failed to declare its account abroad and is caught then he will be subjected to heavy fine.


 What should you do?


Article from Ask men Magazine 
Legal issues


 If you’re a U.S. citizen, it’s not illegal have to open an offshore account. If the underlying reason, however, for setting up the account is an illegal act, you might be keeping your money safe, but you could still be in hot water. For example, if you’re accused of tax evasion and you’ve sent the funds abroad, you could still face criminal charges here. The offshore bank account, however, may remain free from the long arm of the law. 
Risk


 When you bank in the U.S., you can be secure in the knowledge that your money is insured by the government. No such guarantees exist with offshore banks. In other words, a country could have a coup or a natural disaster or an accounting scandal one day and all the money could be gone the next. Furthermore, you could find yourself scammed; it does happen. Remember, this is a business built on skirting the law, so you won’t always deal with the most honest people (but that varies by country).  Like UAE.


Winston Wambua

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