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Agreement on Processing of Personal Data CZ / EN

HEDGE FUNDS

Mutual/hedge fund characteristics

Collective investment vehicle that pools money from investors and invests in a number of instruments including stocks, bonds, options, commodities, money market instruments and other investment securities.

The income earned through these investments and the capital appreciation realized by the fund, are shared by its investors in proportion to the number of units owned by them.

Provides an element of risk spreading through diversification.

Statute law and licensing authority

Seychelles’ statute law on mutual funds is contained in the Mutual Fund and Hedge Fund Act, 2008. The governing body for mutual funds in Seychelles is the, Financial Services Authority (FSA). The FSA is conferred powers of licensing and regulation of the mutual funds in Seychelles.

Mutual/hedge funds constitution

Mutual Funds may be lawfully constituted as a:

Partnership:

A limited partnership registered in Seychelles under the Limited Partnership Act 2003 or a similar partnership registered in a recognized jurisdiction.

Company:

A company incorporated under the International Business Companies Act 1994

A company incorporated under the Company Act, 1972, in conjunction with the Companies (Special License) Act, 2003

Unit Trust:

A unit trust registered in Seychelles under the International Trust Act 1994, or a similar unit trust registered in a recognized jurisdiction.

Seychelles as a country and popular jurisdiction Modern, expedient and flexible Seychelles Mutual fund law 
Proven track record with a steady growth (10%+) Is an extensively researched law
Outstanding political and social stability Is an enabling law
On the white list of OECD and IMF compliant Regulator flexibility
Convenient time zone at GMT+4 Enhanced privacy
Excellent facilities in terms of service providers, communications, service businesses etc. Provides a variety of organizational forms and fund options
Attractive corporate and personal tax environment Allows the foreign funds from a recognized jurisdictions and Umbrella funds
Free remittance of profits and capital No minimum capital requirements or statutory limitations

The most common structure for a Seychelles Mutual Fund: International Business Company.

Types of mutual funds

The Seychelles Mutual Fund and Hedge Fund Act prescribes four different types of funds:

Private Fund

No more than 50 investors

Private business connection

Aimed at the professional adviser looking to gather together a consortium of investors

Prohibits any invitation to public to subscribe for shares

No minimum or maximum investment required

Public Fund

A Mutual Fund that is not a Private Mutual Fund or Professional Fund

Designed to be mass marketed

Applicant needs to furnish a detailed offering document

The Authority demands that all risks and plans of the fund are disclosed upfront to the investors

Professional Fund

Aimed for Professionals of High Net investors with the initial minimum investment per investor being 100,000 USD

Recognized Banks, Mutual Funds, Insurance Companies and Securities dealers etc.

Exempt Foreign Fund

Already licensed as a mutual fund in a recognized jurisdiction

Is not required to hold Seychelles fund license

Must be administered by a Seychelles licensed fund administrator

Is either listed on a stock Exchange or provides for a minimum investment of not less than 100,000 USD

Umbrella funds

The Seychelles Mutual Fund Law is flexible enough to cater also for Umbrella funds. An umbrella fund:

consists of multiple sub-funds within the overall fund structure/fund entity that in effect operates as individual investment fund

enables funds with different strategies to be created within the same legal structure, reducing the funds’ costs.

makes it less expensive and more convenient for investors to switch investments from one fund to another

mutual funds setting up mutual funds

Application for fund license

The Authority (FSA) may authorize a fund provided a complete application is received.

The documents accompanying an application form for authorization usually include:

a current or latest draft offering document in relation to the fund

certified true copies of the constitutional documents

personal questionnaire for each director, trustee or general partner (unless the equity interests in the applicant or its controlling shareholder or beneficial owner are listed on a stock exchange of a recognized jurisdiction)

written consent of the proposed fund administrator stating his consent to act in the fund and acceptance of the name of the fund

written consent of the proposed auditor, legal advisor and custodian, stating their consent to act as the respective functionary of the fund and the acceptance of the name of the fund

three year financial forecast of cash flow statements

The Authority (FSA) is entitled to require any other supporting information. The application is subject to fee. Additional requirements as to public funds and tax exempt foreign funds include the following;

Public Funds

a licensed public fund must adopt an offering document

must submit a draft of aforesaid document to the Authority for approval and registration prior to each new offering

Exempt foreign funds

are exempted from the licensing procedure

shall apply for tax exemption as an Exempt Foreign Fund by submitting the following documents to the Authority:

fully and properly completed approval application form

certified true copies of the license or other authorization granted by a regulatory body in a recognized jurisdiction

proof that the fund is to be administered by a fund administrator licensed in Seychelles.

the current or latest draft offering document.

the exemption application fee

  Application Fee Annual License Fee
Private Fund $ 500 $ 500
Public Fund $ 1000 $ 1000
Professional Fund $ 750 $ 750
Except foreign Fund $ 1500 $ 1500

What do we offer for mutual funds?

Start-up

providing comprehensive advice on the application process and legal requirements

Drafting of offering document / Fund Prospectus

Introduction to auditors, Bankers, Legal & Investment Advisors and other functionaries

Drafting agreements between the Fund manager and the other fund functionaries / Pls

Set-up

Features BVI Cayman Islands Mauritius Seychelles
Types of Fund • Private Fund • Licensed l Fund • Professional CIS • Private Fund
• Professional Fund • Administered Fund • Expert Funds • Professional Fund
• Public Fund • Registered Fund • Specialized CIS • Public Fund
• Exempt Fund • Private Fund • Exempt Foreign Fund
• Close-end Funds
Types of vehicle • Companies • Companies • Companies • Companies
• Limited Partnership • Limited Partnership • Trust • Limited Partnership
• Unit Trust • Unit Trust • Unit Trust
Incorporation Procedure • Incorporated as and ordinary business company • Incorporated as an exempted company by filling MOA, AOA with Registrar • Application for incorporation are made to the Registrar of companies • Fillig with registrar;
• By filing MOA, AOA, Prospectus and Agreements with the Registrar of corporate Affairs • For regulated funds before launch CIMA must approve the documents • Application for authorization of CIS and GBC I are made to FSC • Current offering documents
• Address of the registered office
• Written consent of the fund administrator
• Conditions for Exempt Foreign Funds
• Filled in application form
• Certified true copy of the authorized license from the recognized jurisdiction
• Certificate of good standing
• Current or latest draft offering document
• Proof that the fund is administered by the fund administrator
Time taked for Incorporation • Same day incorporation possible • Incorporated within 24 hours once the due diligence norms are met • Incorporated within 24 hours once the due diligence norms are met • Incorporated within 24 hours once the due diligence norms are met
• Professional Funds can carry on business for period of max. 14 days without any recognition
Local Requirements • Registered Office • Registered Office • Registered Office • Registered Office
• Min. 1 director • Minimum 2 individual directors • 2 directors based in Mauritius • Licensed Registered Agent
• Certified copies of the various functionaries to be filed with the Registrar of companies if located outside BVI and categorized under recognized jurisdiction • Corporate directors are permitted in certain circumstances • Must have a principal bank account and accounting records based in Mauritius • Min. 1 director
• The functionaries of Mutual funds can be based out of Seychelles with true copy of certificates registered
Auditors • A Public fund must appoint an auditor accepted by FSC • A regulated fund must appoint an auditor based in Cayman • Must appoint a local auditor • A Seychelles Funds must appoint an auditor and the auditing of accounts of Seychelles funds and fund administrators can be audited by approved and recognized overseas auditors
• A Private and Professional fund need not to appoint an auditor • Unregulated and Private funds do not have to appoint a auditor

incorporating the Fund entity (A Company, Partnership or a Trust)

Compliance and Regulatory services

provision of registered agent and registered office services for the fund entity

compiling and submitting the Fund license application to the authority for approval

attending to the annual renewal of licenses

Administration

full reporting and accounting services

maintenance of books and records namely, share registers, register of directors etc.

Net Asset Value calculations

Investment research

Investment Research to support portfolio selection decisions

Our core services

structuring, formation and administration of offshore corporate structures

Trust Services

additional Corporate Services – Offshore Bank Account Establishment and Management, Tax planning and evidence etc.

private Client Trusts and fiduciary services

accounting services

preparation of offering documents and marketing materials

selected Industry Research

Fund Set-up – One off first year fees

No. Particulars Cost (USD)
1. Professional Fee (standard/specialized fee/reward) Which includes; collation, preparation review and filing of Fund Licence application documents, basic review of offering document, assistance with initial set up and organization of the fund and liaising with regulator and other service providers 13,000 – 19,000
2. Preparation of the private offering memorandum Standard document free of charge; any customizations or changes may have some charges
3. Government Fees – Application Fee 750
4. Government Fees – Fund Licence fee 750
TOTAL: 14,500 – 20,500

Fund – Annual Renewal Fees

No. Particulars Cost (USD)
1. Annual fee for continuation and Maintenance of the Fund 7,000
2. Government Fee – Annual Licence Renewal Fee 750
TOTAL: 7,750

 Fund Entity Set up : IBC Formation – First year Fees

No. Particulars Fee (USD)
1. Incorporation fee (Including incorporation documents preparation, submission and government Fee of USD 100 and Tax of USD 15) 350
2. IBC Registered Office Fee 200
3. IBC Registered Agent Fee 500
TOTAL: 1,050

Fund Entity: IBC: Annual Renewal Fees

No. Particulars Fee (USD)
1. Annual Renewal fee (Including government annual fee of USD 100 and Tax of USD 10) 200
2. IBC Registered Office Fee 200
3. IBC Registered Agent Fee 500
TOTAL: 900

Fund Administration Fees:

No. Particulars Fee (USD)
1. Bookkeeping and NAV calculations, Registry, secretarial and trade and settlement coordination Based on Size of Fund, number and nature of Transaction
2. Preparation of Annual Financial Statements Based on Size of Fund, number and nature of Transactions
3. Other Administration Work Charged on time – spent Basis

Other Services

No. Particulars Fee (USD)
1. Legal Advisory Services – Annual Retainer 2,500
2. Auditing Services* On application

We will be happy to help you set up your Mutual Fund. Please do not hesitate to contact us.

Contact
Tetragrammaton a.s.

Žitná 562/10
120 00 Praha 2 – Nové Město

+420 777 025 554
+420 777 775 524

More questions?


Agreement on Processing of Personal Data CZ / EN

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