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HIGHLIGHTS ON MALTESE FINANCIAL VEHICLES

Malta at a glance

Office: Email: Web:

+356 21338831/2 info@malta-ifp.com www.malta-ifp.com

Malta International Fund Partners 6, Sixth Floor Sir William Reid Street, Gzira GZR 1038, Malta

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Framework

UCITS I Targeted to retail High Investment restrictions High Risk Diversification PUBLIC DISTRIBUTION

UCITS III-IV Targeted to institutional and retail Low Investment restrictions Low risk diversification PUBLIC DISTRIBUTION

PIF Targeted to corporate, institutional Family Office, HNWI No Investment restriction No Risk Diversification PRIVATE PLACEMENT& PUBLIC DISTR.

Collective Investment Schemes

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Collective Investment Scheme

REGULATION & COMPLIANCE EU Financial Vehicles are regulated under EU Directives and local financial authorities

SCHEME STRUCTURE Each sub fund has its own segregated AuM. Management Co, Administrator, Custodian/Depositary Bank and Auditors can be chosen at sub fund level

SUBSCRIPTION Once authorized, a sub fund will receive a subscription form and ISIN number

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REGULATION & COMPLIANCE CIS Scheme is regulated under EU Directives and local financial authorities

ROLES AND RISK CONFIDENCE Depositary Bank, Administrator , Auditors and Management Company fall within EU compliance Sponsors, promoters and advisors can be located everywhere

CIS Scheme

TARGET INVESTORS Depending on the target there might be restrictions on investments and leverage Distribution can be either public or private placement

MALTA AT A GLANCE

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FINANCIAL PLANNING Thanks to DTA and favourable tax regime on CIS, no domestic taxation is applied

WEALTH MANAGEMENT A CIS is the most efficient and viable instrument to securitisation of non listed assets.

10 good reason to use Malta financial vehicles

COMPLIANCE Compliance and risk mitigation is granted by international standards. A CIS can be included in any portfolio

1. Fully compliant with the principals Regulatory requirements

2. No taxation on capital gains

3. No WHT made by the Fund due to DTA between Europe and major financial districts (+52)

4. Best access to EU and international non listed securities such as Real Estate, Arts and Private Equity (securitisation)

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10 good reasons to use Malta financial vehicles

10. it’s suitable for onshore as well as offshore

5. Easiness of subscription through ISIN number

6. Easiness of placement through banks, financial intermediaries and asset managers

7. Risk control through weekly/monthly NAV evaluation (Bloomberg, Reuters, etc)

8. Possibility to appoint counter-parties (broker, administrator, etc) outside the country of domicile

9. Times of authorization and cost particulary competitive

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SIZE IS EVERYTHING Malta enjoys full membership rights, while being small enough not to be bothered with typical EU major issues and concerns

SOUNDNESS IS EVERYTHING Malta financial soundness makes it a perfect place to harbour financial and investment vehicles, while remaining under EU’s eyes

Malta at a glance

A full Member State of the European Union and part of the Eurozone, providing Malta-based businesses with instant access to the EU’s internal market of over 500 million people;

Strategic location, being within 3 hours direct flight time from Europe’s major financial centers;

Political stability coupled with unanimous political support for the country’s position as an international business and financial services centre of excellence;

LANGUAGE IS EVERYTHING Malta’s official language is English, thus there is no need to translate official documents or depend on local officers to understands laws and rules

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DEVELOPMENT IS EVERYTHING Malta is fast becoming a leader in providing investment and financial solutions to an increasing number of targets

TIME TO MARKET IS EVERYTHING Same results as over priced EU financial markets (Lux) with lesser efforts in terms of pricing, elapsed timeframe and bureaucracy

Banking and Finance in Malta

Accessible, and forward-looking regulators having a pragmatic and pro-business approach towards regulation;

Comprehensive financial legislation catering inter alia for the regulation of hedge funds, investment services providers, banking and financial institutions, and retail and captive insurance business;

A banking sector, composed of a combination of solid and reliable Maltese banks and major international banks, providing the highest standards of service to corporate and private clients;

COMPLIANCE IS EVERYTHING Malta is strictly regulated and compliant with EU financial directives. Malta financial vehicles enjoy EU passporting rights

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KNOWLEDGE IS EVERYTHING Malta Wealth management engineered structures can be adopted in many ways and in different locations.

ADEQUACY IS EVERYTHING Malta financial vehicles address most of Financial Planning issues and needs. They are suitable for individuals, Family Offices, Corporate and Institutional

BEING CAPTIVE IS EVERYTHING Competitive, Affordable, English speaking, financially and politically unconcerned by recent EU crisis. A great place for planning a business trip that looks like an holiday

Wealth Management in Malta

No Maltese withholding tax applied on the distribution of dividends to shareholders of Maltese companies;

A network of double taxation treaties with over 50 states;

Very competitive pricing offer compared to over priced mature financial markets

An educated, dedicated and multi-lingual multi-cultural workforce having a strong work ethic; English as first official language

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REDOMICILIATION of SMART FUNDS PIF is the perfect EU financial vehicle sought after by Smart Fund Managers willing to redomiciliate their AuM without loosing track record

PRIVATE EQUITY, REAL ESTATE, etc PIF is the most cost effective and efficient way to manage and securitise non listed instruments for wealth management purposes.

DERIVATIVES, FOREX TRADING, PIF is the safest and compliant answer to managed account for alternative investment managers

PIF

Professional Investor Funds (PIFs) are a special class of collective investment schemes which fall within the provisions of the Investment Services Act, 1994. These funds provide a “lighter” regulatory regime and more flexibility than UCITS and other retail funds but enjoy similar privileges as EU financial vehicles. PIFs are subject to minimal regulation compared to regular investment schemes provided that their only activity is operating as a PIF and does not itself carry out any investment services licensable activity. Professional Investor Funds have been extensively used for investment in non-traditional investments and/or specialist instruments including private equity, derivatives, immovable property / real estate, and traded endowment plans.

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EXPERIENCED Some investment restriction Leverage restrictions Tighter regulation Higher risk differentiation

QUALIFYING No investment restriction Low leverage restriction Lighter regulation Low risk differentiation

EXTRAORDINARY No restrictions Lower number of eligible investors due to the high minimum investment threshold

The PIF Regime- Investor Profiles

The PIF regime is divided into three broad categories, based on the participating investors’ wealth and experience, with the regulatory regime being relaxed proportionally to the minimum entry threshold required from each individual investor.

PIFs promoted to Experienced Investors - minimum investment threshold of EUR 10,000 or equivalent in any other currency;

PIFs promoted to Qualifying Investors- minimum investment threshold of EUR 75,000 or equivalent in any other currency; and

PIFs promoted to Extraordinary Investors- minimum investment threshold of EUR 750,000 or equivalent in any other currency.

Taxation CO

MPA

NY

Company No tax will be charged in Malta on any profits or gains of a “non

prescribed” Fund

Capital gains, dividends, interest and any other income from foreign securities held by the Company may be subject to tax imposed by the country of origin concerned and such taxes may not be recoverable by the Company or its Shareholders if there is no DTA with the source country

Malta has DTA with over 50 countries A “non prescribed” fund is a fund not investing in Malta

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Taxation

Shareholders Capital gains accruing to Investor Shareholders not resident in Malta

upon a redemption or transfer of Shares or upon a distribution on a winding-up of the Fund are not subject to tax in Malta

the redemption or transfer of Shares and any distribution on a winding-up of a Fund may result in a tax liability for the Members according to the tax regime applicable in their respective countries of incorporation, establishment, residence, citizenship, nationality or domicile.

A strong command on international taxation is required to grant adequacy and suitability

SHAR

EHO

LDER

S

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Taxation

VAT & Duties VAT is not chargeable to the Company on the management,

administration, investment advisory, and custody charges made to the Fund by the Manager, the Administrator, and the Custodian respectively

Redemptions of Shares by the Company and transfers of Shares to third parties are exempt from duty on documents and transfers.

Any taxation/duty due on the transfer of assets in or out of a Fund shall be subject to the taxation regulations applicable in the relevant jurisdiction

VAT

& D

UTI

ES

A strong command on international taxation is required to grant adequacy and suitability

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OUR SERVICES

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KNOWLEDGE IS EVERYTHING We have a deep understanding of EU and international Financial Markets Regulation and Compliance

RELIABILITY IS EVERYTHING We have strong direct connections with local Financial Providers and we only deal with the best domestic counterparties.

COMPLIANCE IS EVERYTHING We liase directly with financial authorities and we have passed Maltese fitness test and due diligence requirements

Our services We provide turn key arrangement for

Single/Multiple sub funds “rental” Collective Investment Schemes (CIS) licensing and setup Alternative Investment Funds (AIF) domiciliation and re-domiciliation Professional Investors Funds (PIF) for wealth management purposes

We provide turn key advisory on International taxation SPV formation (onshore or offshore) Wealth Management matters for HNWI and Family Offices Advisory agreements Distribution/compliance matters

TAILOR MADE SICAV

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SICAV Professional Investors Fund

100% TAILORED Sponsor defines all characteristics, including names, investment objectives, roles, providers, evaluatiosn and subscriptions, etc

TURNKEY SOLUTION Sponsor can enjoy a turnkey service where he can find all suitable structures ready to use, if needed

ROLES AND RESPONSABILITIES Depending on the required licenses, a sponsor can play any suitable role within the structures

SCHEME CHARACTERISTIS

TYPE Professional Investors Fund

DOMICILE Malta

PROMOTER The client

NOMINEE SHAREHOLDER On demand

DIRECTORS/CCO/MLRO Pool of Experts

MANAGER On demand

TARGETS

External Asset Managers/Banks Funds Managers Hedge Fund/Smart Fund Managers Financial Advisors/Promoters

A PIF SICAV targets qualifying investors and is addressed to medium size asset managers who want to promote their own scheme or need more than a single sub-fund.

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SICAV Harmonized Funds

100% TAILORED Sponsor defines all characteristics, including names, investment objectives, roles, providers, evaluations and subscriptions, etc

UCITS sponsor defines whether sophisticated or non sophisticated

SCHEME CHARACTERISTIS

TYPE Harmonized (UCIT) SICAV

DOMICILE Malta

PROMOTER The client

NOMINEE SHAREHOLDER On demand

DIRECTORS/CCO/MLRO Pool of Experts

MANAGER On demand

TARGETS

External Asset Managers/Banks Funds Managers Hedge Fund/Smart Fund Managers Financial Advisors/Promoters

An harmonized vehicles under UCIT and AIFMD framework, suitable for retail investors, authorized and distributed in Europe through EU passporting rights. Suitable for medium to big asset managers

BEST PRACTICE UCITS funds can collect monies from retail and invest up to 10% of AuM in non harmonized EU vehicles such as maltese PIFs

RENTED SUB FUNDS OF EXISTING UMBRELLA FUNDS

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PIF Umbrella Funds SICAV

TIME TO MARKET IS EVERYTHING For those seeking a vehicle that is ready to use and fully licensed

COST TO MARKET IS EVERYTHING For those seeking a good balance between costs and returns, “owning” a single sub fund can reduce efforts and take advantage of cost sharing

CONSOLIDATED RISK CONTROL MIFP uses a platform to supervise and reconciliates activites at sub fund level, granting an effective risk management

SUB FUND CHARACTERISTIS

TYPE Professional Investor Fund

DOMICILE Malta

PROMOTER The client

SPONSOR MIFP

DIRECTORS/CCO/MLRO Pool of Experts

MANAGER MIFP/Integradvisory

TARGETS

External Asset Managers Ex Smart Funds Managers Hedge Fund Managers Financial Advisors/Promoters Forex Trader

A sub fund of an existing PIF is especially addressed to small/medium size asset managers with alternative investment strategies, dealing with listed financial instruments

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Illiquid Assets SICAV SUB FUND CHARACTERISTIS

TYPE Professional Investor Fund

DOMICILE Malta

PROMOTER The client

SPONSOR MIFP

DIRECTORS/CCO/MLRO Pool of Experts

MANAGER MIFP/Integradvisory

TARGETS

Family Offices Banks Fiduciary Services Providers Private Equity/Venture Capital Firms, Advisors Real Estates Dealers

The most efficient way to secure and trade an illiquid asset, such as Company shares, properties, real estates, arts, boats, etc… with lower impact on costs and taxes

98% ILLIQUID ASSETS, A ready to use solution for those seeking custody only vehicles

UP to 60% ILLIQUID ASSETS, A perfect combination for a client with a mixed portfolio under management, made of illiquid (boats, cars, estates, non listed shares) assets and cash or liquid assets (listed securities)

SECURITISATION Alone or together with SPVs it offers an excellent vehicle both for domestic and international needs.

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OUR TEAM

TEAM

Dr. Daniela Baldoni Dr. Daniela Baldoni is the Chief Executive Officer of EURO ADVISING SAGL, a Swiss Consultancy Firm specialised in Regulatory matters for Financial Institutions. Daniela has over 12 years experience in the banking sector where she acted as Senior Business Development Consultant for prestigious banks and financial institutions. Daniela holds a Bachelors degree form the University of Milan-Italy (Math&Physics) and the University of Bologna-Italy (Economy&Law), a Masters degree from University College of London-UK, the University of Illinois-USA and a Masters in International Taxation of Financial Instruments from the Swiss Banking Association. She is specialised in Economics and Law for Financial Intermediaries and she acts as Compliance Officer for several financial intermediaries. In Euro Advising she is head of the Competence Center, where she is responsible for the setting up of collective investment schemes, investment services licenses and consultancy. She teaches Italian CONSOB courses for “Promotori Finanziari (Financial Advisors)” and runs a permanent column on “European Financial Markets” on Ticino Management, a prestigious Swiss Italian magazine. Daniela is responsible for Investor Relationship Management of the Swiss IFP Group as well as the Analysis & Design of SICAVs. She’s also part of Malta IFP accredited “Pool of Experts”

Dr. Chantal Ganado Dr. Chantal Ganado is Managing Director of CREDAL Advisory and directly responsible for the Firm’s Investment Funds team as well as Compliance Officer of Integradvisory Ltd. Chantal attained a Doctorate in Law from the University of Malta after completing her thesis relating to the concept of Permanent Establishment as defined by the European Court of Justice. In 2004 she was awarded a Master scholarship at the College of Europe (Bruges), successfully attaining an LLM in European Law. Throughout her practice, Chantal has focused on corporate matters with a particular emphasis on Malta licensing, investment fund set-up, compliance and due diligence obligations for the purposes of anti-money laundering. Chantal is Head of Legal Team of Malta IFP, taking care of licensing as well as liaise with Maltese Financial Authorities. She’s also part of our accredited “Pool of experts”

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TEAM

Mr. Alistair Muscat Mr. Alistair Muscat currently acts as Managing Director and Senior Independent Wealth Manager to Integradvisory Ltd. Alistair brings to the company a wealth of experience both from the banking and investment world. Following a 10 year period employed by Mid-Med Bank and HSBC between 1991 and 2001 (including a three year period as International Private Banking Manager for Italy and North Africa), Alistair joined Michael N Trading Co Ltd. The latter company was one of the first Commodity Trading Advisors registered and regulated by the MFSA and Alistair contributed to the initial set-up and growth of the company acting as Finance Director, Compliance Officer and Marketing Manager. He also supervised the trading desk. Alistair moved to HSBC International Financial Advisors (Malta) Ltd in 2005 as Senior Independent Wealth Manager servicing the bank’s clients in Greece, Italy, Portugal, Sweden, the Czech Republic and Poland. He was appointed as the European division team leader in 2007 acting as deputy to the managing director. Alistair has been a regulated person with the MFSA since 2000 and is also a member of the National Futures Association in the US and an Associate of the Chartered Institute of Bankers. Alistair holds a BSc (Hons) from the University of Manchester and the International Investment Advice Certificate from the Securities Institute in the UK. Alistair is Head of Risk Management Team for Malta IFP and he’s the appointed Investment Manager in charge of our SICAVs.

Dr. Robert D'Alessandro Dr. Robert D'Alessandro specialized in international law in Malta and Oxford. He trained with a leading law firms in London and Amsterdam and also worked as a lawyer in Budapest on privatizations and acquisitions of hotels. Primarily engaged in corporate finance and structuring of investment funds, Rob brings a comparative law approach to understanding client objectives and designing a solution, which incorporates the legal tax and the practical elements of implementation. Heading a multidisciplinary team tailoring solutions to individual client entrepreneurship, Rob’s sense of trusteeship, oversight and responsibility secures a strong risk management and due diligence culture geared towards long term strategic objectives. His credentials include 15 years of structuring multi-jurisdictional joint ventures and transactions, and a recent appointment to the executive committee of Geneva Group International; the worlds largest organization of independent law accounting and consulting firms where he is responsible for network business development and the GGI Charitable Trust project. Rob is a founding member of the private equity platform: Credal network and is also a member of STEP, Rotary, AMCHAM and the Royal Malta Yacht Club. Robert is Head of the Malta IFP Compliance Team. He is also part of our accredited “Pool of experts”

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WHO WE ARE

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MIFP is the exclusive representative of Swiss IFP in Malta MIFP is a partership of:

Malta International Fund Partners

Malta International Fund Partners Address: Phone: E-mail:

www.Malta-IFP.com

6, Sixth Floor Sir William Reid Street, Gzira GZR 1038, Malta +356 21 338831/2 info@malta-ifp.com

Partners Partners

Credal Advisory Malta Euro Advising Switzerland Integradivisory Malta

Malta International Fund Partners