clicking here, you
should find a model agency agreement which was prepared by the Anguilla Financial Services
Association (A.F.S.A.) and vetted by Anguillas Director of Financial Services. I
assume that you have read that document before reading this. As with any agreement, it is
subject to whatever fine-tuning may be necessary, provided that the essential
characteristics remain. (Besides being a sensible commercial precaution, the enabling
legislation demands that a written agreement be in place).
to become part of
Anguillas Internet Registry system: ACORN
1. Respective Duties and Functions
It goes without
saying that the main appeal of A.C.O.R.N. - at least from your viewpoint - is that the
mind and management function could be handled at your office(s). In such a case, our
function would be of a more passive nature. At a minimum, we would participate as the
providers of the registered office/agent service, as the enabling legislation demands that
overseas agents operate through a locally licensed practitioner. Therefore our function
would be, unless specifically agreed to the contrary in written form, only to provide
registered office services; the rest of this document is founded on that premise.
On a related matter,
it should be noted that the Ordinance requires that certain documents (or copies) have to
be kept at the local Registered Office/ Agent such as Articles, By-Laws and amendments
thereto. It should be possible to get this to Anguilla electronically as well as
suggesting some conventional filing facility.
2. Implications of "Due Diligence"
and "Know Your Customer"
As you will see from
the accompanying model agency agreement, there is much
emphasis on "Due Diligence" and "Know Your Customer". Besides the
universally well known and well-accepted reasons for this, it is particularly relevant in
the case of this project.
has passed a "Proceeds of Criminal Conduct Ordinance", similar to that
already passed, in various forms, by countries and territories worldwide, including
International Financial Service Centres in the Caribbean such as Cayman, BVI and TCI.
Therefore the attention paid to "Due Diligence" and "Know Your
Customer" anticipated the requirements of the bill, besides being standard practice
elsewhere; the presumption being that the ultimate beneficial owner of any plan has to be
known and vetted.
agreement puts an onus on the local agent to ensure that the overseas agents
"Due Diligence" and "Know Your Customer" functions are in place and
acceptable. It also requires that the local agent be aware of the ultimate beneficiary of
any company (albeit that protection is extended by the "Confidentiality Relationships
Ordinance, 1981"). Failure to do can result in the cancellation of the local
agents licence as well as rendering that agent liable to criminal penalties or civil
actions. Effectively then, whats basically happening is that the overseas agent is
operating under, and courtesy of, the local agents reputation/permit. Thus the local
agent will need to be re-assured of what the overseas agents due diligence
procedures are, for the general good of all concerned.
We realize that
things are price-sensitive in the real world and that whatever can be done, in this
regard, to increase the number of your clients should be seriously considered. As
mentioned elsewhere, you may well be able to make incidental but significant cost savings
in areas such as courier and telecommunication costs. However, you will appreciate that
for us to provide heavily discounted fees, we would need to see an acceptably high volume
of companies being formed and maintained. Therefore, wed like for there to be a real
incentive for Anguilla to become your preferred place for doing business. We have opted
for a sliding scale - the more we do, the cheaper it gets - thus (all amounts in US$):
Provision of Registered Office/Agent
||companies in any
given calendar year costs US$100 each
|101 - 200
|201 - 400
|401 - 1000
Total Cost for 1000 Companies
prices are for prospective agents, are subject to annual review and may be
increased or decreased in light of economic forces; existing Agents enjoy
the price structure at the time of their enrolment or the current pricing structure,
whichever is the more advantageous to them.
services (including professional and re-billed expenses concerning provision of
Certificates of Good Standing, notarizations, apostilles etc.) would be charged for
additionally. There are fees paid to Government or professional charges by Third Parties
for these; we cant in all fairness be asked to dash around, emptying our cheque book
and getting these documents for free because theres no saying that we may not be
doing dozens of such trips each day - if the client wants these services, (s)he
shouldnt object to paying for it - although we would entertain a notion of benchmark
fees (available on request) with a progressive reduction depending on volume as mentioned
above. We would also endeavor to make similar arrangements with third parties (not
Government!) for such services.
As is customary,
fees would be payable in advance - for year 2000, for example, on or before 1 Jan. 2000.
4. Effective Start Date
Our proposal would
be for any agreement to be signed as soon as possible, with the understanding that the end
of the first year, for the purposes of calculating fees referred to above, would be 31
December. Thus, if operations were to commence on 1 June, the first calendar year would
consist of 7 months.
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