22 Sep 2020

Hatstone’s Jersey team advises on a Sharia’a compliant refinancing for BLME

Hatstone Lawyers in Jersey has advised the Bank of London and The Middle East plc (BLME) on the Jersey aspects of its successful Sharia’a compliant refinance of a £6 million London property for a high net-worth private client, alongside Druces’ London property and corporate teams, led by Partner, Gemma Wright, and Senior Associate, Claire Rigby.

Bella Ward, Group Partner, said:

“We are delighted to have advised BLME and worked again with the Druces’ team on this innovative transaction. It was a great opportunity to showcase the advantages of using Jersey property holdings structures in these types of financing and refinancing transactions.”

Gemma Wright, Partner, said:

 “We are pleased to have worked with BLME and Hatstone on this transaction.  Druces’ team brings wealth of experience in Sharia’a compliant work and, with the increased demand from Middle Eastern investors into London, and the UK generally, we look forward to working with BLME on future investments.”

 

Bella Ward

Simon Vivian

Group Partner Group Partner
P: +44 (0) 1534 761180 P: +44 (0) 1534 761186
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07 Aug 2020

Hatstone appoints Robert Rakison as Senior International Counsel

Hatstone is delighted to announce that it has appointed Robert Rakison as Senior International Counsel, with effect from 1 August 2020.
 
Robert’s primary affiliation will be our Jersey office, though he will continue to work from London.
 
Senior Group Partner, Simon Vivian, and Robert Rakison have known each other for many years – Simon became a partner of Robert’s former firm, Rakisons, in London in 1993.
 
Hatstone is a leading multi-jurisdictional group providing legal, investment fund administration and corporate services with offices in BVI, Jersey, London, Malta, Panama and South Africa.
 
Hatstone is the representative firm of the LNI in Jersey, South Africa and Panama. Robert Rakison is on LNI’s Steering Committee.
 
We look forward to working with Robert Rakison and his extensive international client base.

25 Mar 2020

Panama introduces a Beneficial Owner Register and extends the Tax Amnesty

Law No. 129, which deals with the establishment and regulation of a beneficial owner register, was approved in Panama on 17 March 2020 and became law on 20 March 2020.

In summary, the new Law requires a resident agent to file certain information in relation to the ultimate beneficial owner (the “UBO”) at the Superintendence of Non-Financial Institutions (the “Superintendence”) on all Panama legal entities (such as companies and foundations) for whom it acts as resident agent.

As is internationally understood, a UBO is regarded as the natural person or persons who directly or indirectly own or control a legal entity.

What shall be reported?

The following information is reportable in relation to the UBO:

a)     Full name;
b)     ID number, such as passport or any other personal identification number;
c)     Date of birth;
d)     Nationality;
e)     Address; and
f)      Date on which the natural person became a UBO of the legal entity.

When shall reporting be made?

For new legal entities the resident agent should register the UBO information within 30 days of incorporation. For existing legal entities, the resident agent shall have 6 months.

If the UBO of any legal entity shall change then the resident agent has 30 days to report such change.

Shall the information be publicly available?

No, the Law provides that the information filed by the resident agent will not be made public and can only be accessed by the resident agent of the legal entity and two designated persons of the Superintendence. Should anyone gain unauthorized access to the register then they can be fined $200,000.

What is the sanctions for non-compliance?

Should the required information not be provided to the Superintendence then, the Superintendence may order the Panamanian Public Registry (the “PR”) to suspend the legal entity. A legal entity will be dissolved at the PR after 2 years of failing to file the UBO information.

Should the resident agent be unable to update the UBO information due to refusal of the UBO to provide it then, the resident agent should resign as resident agent of the legal entity.

Panama extends the Tax Amnesty period

Panama recently approved an extension to the Tax Amnesty period.  The original regulation adopted through Law 99 2019, provided an amnesty on interest and penalties in relation to outstanding annual taxes for companies and foundations and was due to expire on the 29 February 2020. This is now extended for four months until 30 June 2020. Under the terms of the extension, interest and penalties in relation to outstanding annual taxes are discounted by 85%.

This is very helpful if you wish to get your companies and foundations back in good standing at a much reduced cost.

Should you have any queries in relation to the new Beneficial Owner Register and the Tax Amnesty extension then please do not hesitate to contact Lidia Ramos or Alvaro Almengor.

22 Jan 2020

Panama to introduce a beneficial owner register

Bill No. 169 (the “Bill”), which deals with the establishment and regulation of a beneficial owner register, has been approved by the Panamanian National Assembly. The Bill will become law once executed by the Panamanian President and published in the Panamanian Official Gazette.

The Bill requires resident agents to file relevant information, such as details of the ultimate beneficial owner (the “UBO”), at the Superintendence of Non-Financial Institutions (the “Superintendence”) on all Panamanian legal entities.

UBO definition

For the purposes of the Bill, UBO is defined as: “A natural person, who directly or indirectly owns controls, and/or has a significant influence over the account relationship, contractual relationship and/or the business or the natural person benefitting from a transaction, or who ultimately controls the legal entity’s decisions”.

Ownership, control or influence 

The Bill also provides the following points when considering ownership, control or influence over a legal entity:

1)    Shareholding Participation: the natural person who ultimate owns or controls, whether directly or indirectly, 25% or more of the shares or voting rights in a legal entity, except if the shares are listed on a recognized stock exchange.

2)    Control:

a)    The partner or partners who control the partnership;

b)    The trustee, the settlor, the beneficiary, the protector or other person who controls the trust;

c)     In case of a legal entity which is in liquidation, bankrupted or under administrative receivership, the natural person who is appointed as liquidator or administrative receiver; and

d)    In case of a shareholder in a corporate entity who would otherwise be the UBO but is deceased, the natural person acting as executor or personal representative of the deceased’s estate.

3)    Management: the natural person who ultimately exercises control over the management of the legal entity.

Reportable information

The following information is reportable:

1)    Legal entity information: a) Full name; b) Folio Number; c) Incorporation date; d)    Address; and e) Activity.

2)    UBO information: a) Full Name; b) ID Number, passport or any other personal identification number; c) Date of birth; d) Nationality; e) Address; and f) Date on which the natural person became a UBO of the legal entity.

Restricted access

The Bill provides that the information filed by the resident agent will not be made public and can only be accessed by the resident agent of the legal entity and two designated persons of the Superintendence. Should anyone gain unauthorized access to the register then they can be fined $500,000.

Sanctions

The Bill establishes that the Superintendence can order the Panamanian Public Registry (the “PR”) to place an annotation of suspension of the corporate rights against the records of the legal entity for not being registered or failing to update the Superintendence in respect of any changes to the UBO. Suspension of corporate rights means the legal entity will no longer be able to register any act, documents and/or agreement at the PR or apply for any certificates. The legal entity can be dissolved by the PR after 2 years of failing to file the UBO information.

Should the resident agent be unable to update the UBO information, for example due to the refusal of the UBO to provide the required information, then the resident agent should resign.

Effective date

The Bill will be effective from the day after its publication in the Panamanian Official Gazette. Once the law is effective the resident agent should register the UBO information within 30 days of incorporation. For existing legal entities the resident agent shall have 6 months from the effective date.

Should you have any questions, please do not hesitate to contact Lizst Real or Alvaro Almengor.

14 Jan 2020

Hatstone’s Jersey Office appoints new Group Partner

Hatstone is pleased to announce the appointment to Group Partner of Bella Ward, who will be based in the Hatstone’s Jersey office. Bella specialises in banking, finance, corporatecommercial and real estate transactions.  She has a significant practice leading cross-border corporate, banking and capital markets transactions.

Prior to joining Hatstone, Bella worked in the banking and finance and corporate departments of two offshore law firms in Jersey and in the banking and finance and debt capital markets departments of leading international law firms, Allen & Overy, White & Case, Clifford Chance and King & Wood Mallesons (formerly Mallesons Stephen Jacques) in London, Frankfurt, Moscow and Brisbane.

Bella has particular experience in insolvency, restructuring of credit facilities, distressed debt, conduit level lending, securitisation, aircraft financing, debt capital markets and project finance.

Bella commented:

“I am delighted to be joining Hatstone. I am very pleased to have joined an entrepreneurial group that is going from strength to strength and which will enable me to focus on delivering first class services to my clients.”

Group Partner Simon Vivian commented:

“We are delighted that Bella is joining us, at the start of this exciting new decade. Her appointment as Group Partner continues the growth of the international Hatstone legal team, particularly in the areas of banking and finance, and will enable us to continue to provide excellent lawyers and legal services to all of our clients. In total, with Bella’s appointment, we now have 11 Group Partners across the Hatstone Group.”

View Bella’s profile here.

10 Jan 2020

Promotions at Hatstone’s South Africa Office

Hatstone has in the last six months promoted four of its lawyers in South Africa.

Dr Erin Nel, who is an international trust and compliance specialist, was promoted to Senior Associate. Her role entails dealing with regulatory and trust-related matters, drafting corporate agreements and documents, wealth management, as well as supporting the Hatstone Group with local and international research-based projects.

Chrisma Genis, who manages the corporate and commercial department of the South African office, was also promoted to Senior Associate.  In late 2019, Chrisma also obtained a post-graduate diploma in tax law from the University of Stellenbosch. Chrisma also earned her BComm LLB and LLM (International Trade Law) at the University of Stellenbosch.

Stefan Schausberger and Yannis Verkes were both promoted to Senior Associate in recognition of their contribution towards the growth and success of the firm. Stefan  specialises in corporate and commercial,private wealth, trust law, investment funds as well as listings. Yannis is regularly involved in a variety of commercial, corporate, banking and tax related matters, servicing our international client base. Both Yannis and Stefan have both been with Hatstone in South Africa for over five years.

Hannes Botha, Group Partner at Hatstone’s South African office, said:

It is very rewarding to see our lawyers progress in their careers, and develop specialist skills. This is one way in which we can give some recognition to the substantial contribution made by these lawyers to their local offices, and the wider Hatstone Group.

07 Jan 2020

Promotions at Hatstone’s Jersey Office

Hatstone’s Jersey office is delighted to announce the promotion of two of its lawyers.

Private client specialist Michael Shenkin has been promoted to Of Counsel and corporate lawyer Marianne Hendry has been promoted to Senior Associate.

Michael advises trustees, beneficiaries, family offices and private individuals on the establishment, maintenance, administration and governance of their structures and in relation to personal matters, both contentious and non-contentious.

Marianne advises on a range of corporate and commercial transactional work with a particular emphasis on business sales and purchases.

Simon Vivian, Group Partner at Hatstone’s Jersey office, said:

Michael is the first person to be appointed Of Counsel in the Hatstone Group in recognition of his technical expertise and leadership in our private client practice. Marianne has repeatedly demonstrated outstanding ability and has made a great contribution to the Jersey team and the wider Hatstone Group. I look forward to working with them for many years to come.”

25 Oct 2019

Tax Amnesty for Panama Companies and Foundations

Panama has recently approved a new law, Tax Amnesty in Panama Law 99 of 2019 (the “Law”), relating to outstanding fines and penalties payable by Panamanian companies and foundations.

Currently, companies and foundations that do not pay their annual tax of $300 and $400 respectively incur fines and penalties, which over time do add up.

The benefit of the new Law is that it will allow such entities to be reinstated and/or returned to good standing, at a much reduced cost, since it will not be necessary to pay outstanding penalties and fines. Please note that overdue annual taxes will still be payable.

The Law proposes that the amnesty will expire on 28 February 2020 and so there is only a short window to take advantage of this opportunity. It is notable the Law provides that there shall be no further amnesties until 2024.

For overdue annual tax payments made before 30 November 2019 then 100% of the fines and penalties shall be waived. This reduces to 95% for December 2019 payments, 90% for January 2020 payments and 85% for February 2020 payments.

If you have any queries, then please do not hesitate to contact Giselle Ocampo or Lidia Ramos.

22 Oct 2019

BVI – Economic Substance ‘Rules and Explanatory Notes’ Published

On October 9, 2019 the BVI International Tax Authority published the final version of their ‘Rules and Explanatory Notes’ (the “Rules”) on Economic Substance. The Rules replace the draft BVI Economic Substance Code (the “Code”). The Rules provide very important guidance and explanatory notes to assist with the interpretation of the Economic Substance (Companies and Limited Partnerships) Act 2018 (“ESA”) that was passed into law in December 2018. The Rules contain limited material changes from the draft Code, with the majority of the guidance provided within the draft Code remaining consistent in the Rules.

Now that the ‘Rules and Explanatory Notes’ are issued, we strongly recommend that all companies take immediate steps to ensure their entities are correctly classified.

As a reminder, the reporting periods as they relate to existing and newly registered BVI companies are now in effect.

It should be noted however that whilst the Rules are now finalised, they will not become effective until a further amendment to the BVI’s Beneficial Ownership Secure System Act comes into effect. This amendment, which is already anticipated by the Rules, is expected to be passed and become effective very shortly.

For assistance with classification please contact us at enquiries@hatstone.com.