Edition 4, September 2007
Vistra expands into new territories and services
I am proud to announce that Vistra has reached a number of important milestones in our development as a Global fiduciary business.
The acquisition of Benelux Trust, announced in our previous newsletter, was ultimately ratified by "Luxembourg’s Commission de Surveillance du Secteur Financier" on 29th June. On the same day, Vistra announced the acquisition of Dutch-based Monterey Group, a corporate and fiduciary services provider, with offices in Breda and Curaçao. This latest acquisition is currently awaiting approval from the Dutch Central Bank.
Monterey Group is the combination of Monterey, a company formerly owned by Fortis, and Rijnhove Group, a Dutch accounting and fiduciary business with roots that go back to 1989. Monterey Group employs 37 staff, of which 32 are in The Netherlands and 5 are in Curaçao. This acquisition not only strengthens Vistra’s presence in the Netherlands but also adds Curaçao to our global footprint. In The Netherlands, Vistra will now be able to serve customers from Breda, as well as Amsterdam, thus providing perfect coverage for two complimentary business feeder networks.
Another exciting development is the establishment of a new corporate division in Jersey. The corporate services team focuses on third party fund administration for private and close-ended private equity, real estate or alternative investment funds. It also provides specialist trustee and administration services to international executive share and pension plans. Together with our other specialised areas of expertise (marine, aviation, immigration and intellectual property), Vistra is now able to offer a wide range of key services to our clients and feeders.
In addition to these developments, Vistra is in the process of opening a representative office in Istanbul, thus tapping into a huge and rapidly expanding market in Turkey and beyond. The Turkey office is the last in a series of openings, including Cyprus, Amsterdam and Brussels.
These acquisitions and the opening of new offices are an integral part of Vistra Group’s strategy to become a leading independent trust and corporate services provider. As the network grows so does Vistra’s expertise and ability to offer a full range of cross border solutions for wealth protection and the structuring of assets and cash flows.
In the coming months Vistra will launch new business development initiatives and look to further improve its brand recognition. Client events are being organised in Geneva, Luxembourg and The Netherlands and Vistra will be present at the yearly congress of the International Fiscal Association. I look forward to meeting you soon, at one of our events.
Bart Deconinck
Group Chief Executive
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Swiss Trusteeships: Regulators and Practical Guidelines for the Future
Vistra’s profile in the press received a further boost recently with Offshore Investor Magazine publishing an informative article about the Swiss Trust Industry by Walter Stresemann of Vistra, in their July/ August issue.
The article looks at the effects of Switzerland’s recent ratification of the Hague Convention on the international recognition of trusts.
Walter asserts that the ratification of the Hague Convention will create a firm legal basis for Switzerland’s growing trustee business and unlike other countries, which have already ratified the Convention, Switzerland is also introducing specific rules in its private international law dealing with international jurisdictions and the recognition/enforcement of judgments in trust-related matters.
On the international private law level, there will be freedom of choice with respect to legal forums for contesting trustee actions and with regard to debt enforcement and bankruptcy. The Swiss government has amended the Federal Debt Enforcement and Bankruptcy Act to explicitly distinguish between the personal assets of the trustee and the trust in Swiss-based debt enforcement proceedings.
The article praises the greater legal certainty that these legislative changes provide because a solid legal foundation is likely to create a better climate for the setting up and administration of trusts in Switzerland, and also promotes the country’s appeal as an excellent location for private wealth management.
However, the question of appropriate regulation is portrayed as a contentious issue with the Swiss Bankers’ Association (SBA) supporting the introduction of specific licensing requirements for trustees which would ultimately exclude the majority of existing trust companies, lawyers and independent asset managers from acting as professional trustees.
In general the trust practitioners themselves, support the idea of establishing an adequate regulatory framework and have committed to the setting up of a Swiss Association of Trust Companies (SATC), which will have the purpose of "engaging in the furtherance and development of trustees’ activities in Switzerland and to promote the adherence to certain professional and ethical standards."
The Swiss government on the other hand has taken the opposing point of view by deciding not to introduce a specific regulatory framework for trustees in Switzerland, relying instead on the regulatory framework that governs all financial intermediaries in the country. This authorization from the Federal Money-Laundering Control Authority ensures that intermediaries prevent money laundering acts and obliges them to report suspicious transactions.
Walter argues that it would be logically inconsistent to introduce regulation that specifically includes trustees but not independent asset managers or fiduciaries. To do so would create a two tier system that implies that non-trustee activities of Swiss fiduciary/trust companies are somehow less accountable, "serious" or complex than trusteeships. Taking this route would also give banks and bank-like institutions the advantage of being the only organisations to automatically qualify for regulation as equitable trusteeships.
The article also makes the important point that banks which offer trustee services are placing trustees in a position where there is a strong potential for conflict of interest and self-dealing. As trustees, decisions such as which investment manager to choose should be made with the beneficiaries’ best interests in mind rather than the benefits that specific services may bring to the bank or its Trust division. Walter Stresseman warns that banks in Switzerland should beware of the reputational risks that acting as Swiss trustees could have, particularly as beneficiaries can sue in the Swiss courts.
In concluding, Walter argues that the present "level-playing field" approach to regulation in Switzerland is appropriate and certainly more so than an activity-based supervisory legal regime and specific rules of conduct for trustees. Given that these are early days under the new trust legislation, he suggests that the industry be given time to develop and that the regulatory situation should be assessed in the future. This would also allow time to better understand the banks’ positioning and strategies with regard to the growing demand for Swiss trusteeships.
Click here for the full article.
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Moving and expansion of Vistra Geneva Office
On Monday 3rd September 2007, Vistra SA and Vistra Group Management SA moved to newly refurbished premises in an exclusive location alongside the river Rhône. With a new office of 400m2, our Geneva team, which employs staff fluent in English, French, Spanish, German, Portuguese, Italian and Dutch, is set to rapidly extend its services.
Currently we offer solutions in Estate Planning, Trust and Corporate services, Group structuring, Commercial and Tax Services and Securitization. Since the ratification of the Hague Convention on the 1st July 2007, we have also been able to provide Swiss Trustee services.
For more information please mail Walter Stresemann or call him on +41 (0)22 319 18 90.
Our new address is:
6 Place Chevelu
1201 Geneva
Switzerland
PO Box 5491
1211 Geneva 11
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Meet Vistra in Kyoto
Vistra will be present at the 61st yearly congress of the International Fiscal Association in Kyoto, Japan (30 September - 5 October). A delegation under the leadership of Bart Deconinck, Roel Pels and Tako van Ginkel will take the opportunity to connect with tax professionals from different countries. Please mail Yolanda Garcia (+41 22 319 18 92) to organise a meeting with the Vistra delegation in Kyoto.
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Benelux Trust is now Vistra
The recent acquisition of Benelux Trust has enabled Vistra to create a strong presence in Luxembourg and brings on board a highly skilled team of 45 staff with extensive experience in serving corporate clients.
Founded in 1990 by Roeland Pels, and led today by Managing Director, Bart Zech, the Luxembourg team fits in perfectly with Vistra’s developing Corporate Services offering. By delivering management and administration services for holding and finance companies or special purpose vehicles that are used for financing, balance sheet management or tax planning purposes, the Luxembourg office is key to Vistra’s vision of becoming a leading independent player in the trust market.
In addition, Benelux Trust with its highly skilled workforce, which includes seven qualified lawyers and 15 fully qualified accountants, offers a wide range of specialised services designed to take full advantage of Luxembourg’s beneficial legal and tax environment.
As of 1st September 2007, Benelux Trust officially became Vistra Luxembourg. The name change will further strengthen Vistra’s brand recognition amongst our key audience, building on the excellent reputation and legacy of Benelux Trust.
For more information please mail Bart Zech or call him on + 352 42 22 29.
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Spotlight on ...
Coming to the UK
There are many reasons for moving to the UK, including significant tax benefits for resident non-domiciled individuals. However, the UK has strict and often confusing immigration laws and regulations so to ensure that the move works to the client’s advantage and that the correct immigration process is followed, it is important that you receive the right advice before moving.
Vistra (UK) is one of the few Trust and Corporate Services providers able to offer both in-house tax and UK immigration expertise. As such we can provide assistance in the whole UK tax planning and immigration process before arrival in the UK. Our service also continues, offering assurance and support, once the client is established in the country.
Why come to the UK?
In simple terms, the UK is a tax haven for non-UK people who reside there. By gaining "non-domiciled" resident status, individuals become subject only to tax on UK source income in their own name. They are not taxed on offshore income or capital gains, unless the monies are remitted to the UK.
After 17 years as a non-domiciled person, however, the client is viewed as a domiciled resident for inheritance tax purposes, only. This means that all worldwide assets held in the client’s name will be subject to UK inheritance tax. The most convenient way to avoid this charge is to set up an offshore trust to protect both off and onshore assets.
Non-EU and non-EEA (European Economic Area) Nationals require a visa to enter and remain in the UK. There are a wide range of UK immigration, UK residency, UK naturalisation, work permit and visa options and with the rules and regulations constantly changing and more stringent controls on the part of the UK immigration authorities, it is advisable to seek professional advice before embarking on an immigration application.
As Vistra (UK) is registered and authorised by the appropriate body in the UK to give immigration advice on both business and individual immigration matters and also to act as official representatives for the client in the UK, we are perfectly placed to help smooth the client’s move to their new home.
Using Trusts
Trusts are extremely useful in assisting with the protection of assets from UK inheritance tax and can help to maintain the argument that a client is not controlling an offshore company. If they were seen to be in control, then the company is seen as UK resident and therefore subject to UK tax.
In certain circumstances, Trusts can also be used to protect or defer capital gains from taxation. Although trusts are not recognised by all jurisdictions, with careful planning, they can be set up with underlying Foundations or Stiftungs, to work for mainstream central European jurisdictions.
Using a Trust structure enables clients to protect their assets as fully as possible. Additionally it also assists in organising all the various assets under one umbrella. This is extremely relevant for Estate Planning purposes.
When it comes to crossing borders, Vistra’s team of professionals have the expertise to create the perfect solutions for both our clients and their assets.
For more information about UK tax and immigration matters, please contact David Rudge, Director and Immigration Advisor on + 44 207 268 2440 or email david.rudge@vistra.com.
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Spotlight on ...
Vistra services for Corporate and Institutional clients
As a result of the expansion of the Vistra group, Vistra is now able to offer a full range of specialist administration services for institutional and corporate clients, as well as private clients.
We now offer management and administration services for holding and financing companies as well as special purpose vehicles in Luxembourg and the Netherlands that are used for financing, balance sheet management or tax planning purposes. Via these jurisdictions our corporate and institutional clients are able to access two of the broadest networks of double taxation agreements in the world.
Our new presence in Luxembourg, following the acquisition of Benelux Trust, provides our clients with access to a range of tax treaties and a team of highly skilled and motivated personnel with a vast experience of providing innovative solutions to corporate clients. The Luxembourg office fits perfectly into the Vistra network, creating new options with which we can better serve our clients.
Since spring this year, we have been offering services from Amsterdam and are looking forward to concluding the acquisition of Monterey Group, which will add an office in Breda. Our Dutch team of experts has extensive experience and expertise and is well placed to serve both regional and international, private, corporate and institutional clients from the Netherlands.
In Jersey, we have added specific corporate expertise to our team by recruiting Carola Breusch and Jackie Goodwin to head up the office’s new corporate services division. This team will primarily be focusing on third party fund administration for private and close-ended private equity, real estate or alternative investment funds in a variety of legal structures. This is a service which we are also keen to deliver from our Luxembourg office.
The fund administration services that we run from Jersey, include project managing the set up of the fund, fund accounting, registrar and transfer agency, reporting and fund compliance. The Jersey team also provides specialist trustee and administration services to international executive share and pension plans in a tax neutral environment.
All three offices offer administration services to structured finance and securitization vehicles and work closely together to provide seamless services for clients who require cross-border structures.
Vistra’s international expertise means that we are able to provide our corporate and institutional clients with the same independent, high quality service that our private clients are already used to.
For more information please mail Carola Breusch or Jackie Goodwin or call on +44 1534 504746.
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DISCLAIMER
The contents of this document are made available for information purposes only. Nothing within this document should be relied upon as constituting legal or other professional advice. Neither Vistra Holdings Limited nor any of its companies, subsidiaries or affiliates accept any responsibility whatsoever for any loss occasioned
to any person no matter howsoever caused or arising as a result, or in consequence, of action taken or refrained from in reliance on any of the contents of this document.
Vistra (Jersey) Limited is Regulated by the Jersey Financial Services Commission and registered under the Financial Services (Jersey) Law 1998 to carry out trust company business.