We are an independent global specialist in the administration of traditional funds and alternative assets with a particular specialism in private equity and real estate.
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We can support your fund through its entire lifecycle and the growth of your business. We provide a comprehensive range of private equity solutions delivered from key onshore and offshore jurisdictions to leading companies investing in a broad range of industries.
Our Fund Services Division has a proven track record in providing a broad range of fund services where the asset class is real estate.
JTC’s strong track record in operating at the leading edge of alternative asset classes continues with its innovative and market-leading capabilities in the emerging sphere of cryptocurrencies.
JTC Fund Services can offer a fully AIFMD-compliant ManCo service. The activities of the ManCo include providing a portfolio management, risk management and oversight function.
We have a deep understanding of listing funds on internationally recognised stock exchanges and the ongoing regulatory requirements of administering listed funds.
As a truly independent fund administrator you can be reassured that your fund administration requirements are entrusted to people that care about your investment structures.
We will project manage your application and guide you through the process and co-ordinate the various advisors to assist with the fund launch and strive to ensure everything happens within the expected timescales.
We offer a transparent, proactively managed range of cash management, foreign exchange and lending services, supported by a dedicated team of experienced professionals.
JTC Corporate Services provides a comprehensive range of corporate and fund services from key onshore and offshore jurisdictions to leading companies in their field of expertise.
We provide corporate finance services for corporate and institutional clients including debt capital solutions, treasury and escrow services.
We provide employee benefit structures, administration services to ensure employees get maximum value from the plans that organisations put in place.
Global experience in this dynamic asset class, spanning our corporate, funds and private client divisions.
JTC Fiduciary Services specialises in protecting and nurturing your private capital in real estate, financial and non-financial assets across countries and generations.
Superior service delivered by industry leading experts for private individuals, entrepreneurs and their families.
We provide a tailored range of private office solutions that work effectively for each family, from generation to generation.
We are able to partner with corporate and institutional wealth providers to complement their service offering by providing trust and company services.
In an age of truly international mobility, we also offer market-leading citizenship-and-residency-by-investment solutions via a strategic alliance with market-leading provider Henley & Partners.
JTC has extensive cross-jurisdictional experience and expertise in working with institutional and private clients in Africa, Americas, Asia, Australasia, Caribbean, Channel Islands, Europe, Middle East, Russia & CIS and the United Kingdom.
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Date: 26 October 2017
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We are JTC, an independent, award-winning provider of fund, corporate and fiduciary services to institutional and private clients.
We value shared ownership, we put relationships first, we invest in our people, we embrace technology. We are JTC.
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We live and breathe our values and together they form our unique culture and JTC DNA.
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We want everyone, wherever they work in the JTC network, to be able to develop the skills and knowledge that they need to be excellent in our world and we deliver this to our team through the JTC Academy.
JTC Gateway offers our people the opportunity to develop their careers by working in Group locations across the world.
JTC is committed to the policy of equal treatment of all its employees and requires all employees of whatever grade or authority, to abide by and aspire to this general principle.
We have a highly qualified and multilingual workforce. In 1998 we created the JTC Employee Benefit Trust, which turned our employees into stakeholders. This enables us to attract and retain the best people, whilst keeping them absolutely motivated and dedicated to our clients.
In 2014 this belief in share ownership was embedded further into the JTC culture with the equity for all scheme, allowing all permanent members of staff the opportunity to invest in the future of their company. That helps explain why they are so dedicated and care so much about their client’s work.
Our shared ownership culture benefits our clients.
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The institute of foundations is not new to Malta, having been recognised for many years, even as early as Roman times. Prior to the Second Schedule to the Civil Code, foundations lacked a clearly defined legal framework within which to function, and it was with the inception of the Second Schedule that foundations were legislatively defined.
The term ‘foundation’ includes all organisations, institutes or similarly titled patrimonies which are set up through a bequest, endowment or appropriation of assets, but do not include trusts. In terms of Maltese law, two main types of foundations may be set up, that is:
Purpose foundations have no ascertained beneficiaries but are set up exclusively for:
Due to its separate legal personality the foundation’s patrimony is owned by the foundation itself and administered by designated persons, known as ‘administrators’ for the fulfilment of the purpose for which the foundation was established.
Private foundations are set up for the benefit of a named person or class of persons called beneficiaries. As with purpose foundations, the foundation’s patrimony is owned by the foundation itself, and is administered by the administrators for the benefit of the same beneficiaries.
Private foundations do not need to have any philanthropic element, and may undertake any lawful activity which is not commercial in nature. They may however, be endowed with commercial property such as vessels, shares, intellectual property and real estate if they take no active role in their operation.
Under Maltese law, a foundation is endowed with separate legal personality. Nevertheless, registration of the foundation with the Registrar for Legal Persons within the Public Registry in Malta is a mandatory requirement for the foundation to be granted separate legal personality. Even though, upon registration, the administration of the foundation is then entrusted to the administrators, the same assets are not owned by its administrators, nor the founder or beneficiaries, but are owned by the foundation itself.
In accordance with Maltese law, it is possible for a founder to maintain a certain degree of control over the foundation as compared with the concerns that this would typically raise within a trust context. It is also interesting to point out that the founder of a foundation may also be a beneficiary, as long as he is not the sole administrator.
Foundations act through their board of administrators, who, as fiduciaries are bound to carry out their duties with utmost good faith and must act honestly in all cases. In addition, there are other anti-abuse and regulatory statutory safeguards which exist in Malta.
As with several other jurisdictions, the administrators of foundations may also be legal entities, provided that, as per Maltese law, such entities have at least three directors. A recent development is that administrators of private foundations require the authorization of the Malta Financial Services Authority to act as such.
The creation of a foundation under Maltese law requires a minimum amount as an initial endowment, in the form of money or property of at least €1164.69. It is noteworthy that the law creates an exception in the case of a foundation established exclusively for a social purpose or as non-profit making, in which instance the endowment must be at least €232.94. Furthermore, a Maltese foundation may only be constituted by virtue of a public deed inter vivos or a will.
Under Maltese law, the statute of a private foundation may state that it is revocable, as long as acts which have been lawfully carried out are not invalidated or interrupted whilst still in progress. In addition, a private foundation may be terminated upon request of all the beneficiaries of the foundation. Nevertheless, if the founder is still alive, his consent is required. On the other hand, a purpose foundation may only be set up in an irrevocable manner and may not be subsequently revoked.
Maltese law also allows the setting up of segregated cells within a foundation so that particular purposes can be achieved with particular assets. The ensuing result is that:
A unique aspect of Maltese law is that it allows for the possibility of converting a foundation into another type of organization, including a trust. Therefore, one can appreciate the great amount of flexibility in structuring one’s affairs and adapting to changing circumstances. It is also possible to amalgamate two or more organisations and to divide an organisation into two or more organisations.
In Malta, foundations complement the law of trusts quite well, and in fact share a number of similarities.
In terms of Maltese fiscal laws, a foundation can be treated as a company which is resident and domiciled in Malta, and can therefore benefit from Malta’s imputation tax system and, accordingly, tax suffered and paid in Malta by the foundation is directly attributed to the beneficiaries. Alternatively, the administrator, by notice in writing to the Commissioner for Voluntary Organizations, can irrevocably elect that the foundation should be treated as a trust for tax purposes (thus wholly transparent for Malta tax purposes).
The election to be treated as a trust generates a number of private asset planning opportunities, particularly where the Founder and beneficiaries are not resident and domiciled in Malta. In this situation, no tax or duty is payable in Malta on settlement or on income attributable to the foundation.
Where a Maltese foundation has protected cells, each cell must determine which is its most appropriate taxation route. Maltese income tax authorities treat separate cells as different entities and each cell will file its own return and be assessed individually.
This publication is intended to provide an overview of the subject matter (errors and omissions excepted) and is not comprehensive in nature or to be construed as legal, tax or investment advice. We recommend that clients seek professional advice on any particular matter.
Managing Director - Malta
The entities within JTC Group, carrying on the regulated business of JTC Group, are duly regulated as appropriate by the British Virgin Islands Financial Services Commission; the Cayman Islands Monetary Authority; the Guernsey Financial Services Commission; the Jersey Financial Services Commission; the Commission de Surveillance du Secteur Financier and the Ordre des Experts-Comptables in Luxembourg; the Malta Financial Services Authority; the Financial Services Commission in Mauritius; the South African Financial Services Board as an authorised financial services provider; is chartered and regulated to provide trust services by the South Dakota Division of Banking in South Dakota (USA); as a member of l’Association Romande des Intermédiaires Financiers in Switzerland and is authorised and regulated by the Financial Conduct Authority in the UK.
L’Association Romande des Intermédiaires Financiers (ARIF) is a self-regulated agency approved by the Swiss Financial Market Supervisory Authority (FINMA) for the supervision of financial intermediaries referred to in Article 2 para. 3 of the Swiss Federal Act concerning the fight against money laundering and terrorist financing in the financial sector (LBA). ARIF is also recognised by FINMA as a professional organisation for the enactment of rules of conduct relating to the exercise of the profession of independent asset managers within the meaning of the Collective Investment Schemes Act (CISA).
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