FRIDAY 25 JUNE 2021

H O M E

A B O U T

EVENTS

BVI GLOBAL IMPACT

MULTI-JURISDICTIONAL MAPLES TEAM ADVISE EVERARC ON

$2 BILLION ACQUISITION

Maples and Calder, the Maples Group's law firm was pleased to advise EverArc Holdings Limited ("EverArc") on the BVI and Luxembourg legal matters relating to EverArc's entry into a definitive agreement with SK Invictus Holdings S.à.r.l. to acquire 100% of SK Invictus Intermediate S.à.r.l., the ultimate parent company of Perimeter Solutions, a leading global manufacturer of high-quality firefighting products and lubricant additives, in a transaction valued at approximately $2 billion, consisting of cash and preferred shares. A multi-jurisdictional team of lawyers based in the firm's London and Luxembourg offices acted as BVI and Luxembourg counsel to EverArc on this transaction. 

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BVI COMMERCIAL COURT DISCHARGES INJUNCTION IN HARD-FOUGHT BVI PROCEEDINGS ARISING OUT OF HIGH-VALUE ARBITRATION

The BVI Commercial Court has handed down judgment in favour of Walkers' client, Mr Anatolyevich Falin, and discharged an injunction intended to restrain the commercial activities of Russian and Cypriot companies which hold substantial assets.

The dispute arises out of a BVI arbitration in which Mr Falin obtained a declaration that he was the sole registered shareholder of Belfast Services Limited, a BVI company. An ex parte injunction was later obtained by Briefline Assets Limited, which claimed that it should be registered as the titleholder of Mr Falin's shares.

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HARNEYS ADVISES ON THE ACQUISITION OF GRAIL INSIGHTS BY SYMPHONY TECHNOLOGY GROUP

George Weston

James Kitching

Odane Lennon

Harneys acted as British Virgin Islands counsel to Symphony Technology Group in relation to the BVI aspects of its leveraged acquisition of Grail Insights from NewQuest Capital Partners by STG group company Escalent.

Escalent is a top human behaviour and analytics advisory firm specializing in industries facing disruption and business transformation. Escalent is headquartered in Livonia, Michigan with offices in the UK, China and Canada. Grail is a strategic insights consultancy founded by Monitor Group in 2006 that helps clients seize opportunities and respond decisively to market change by applying insights to any aspect of their business. Grail is located across the US and in Canada, China, India, Ireland, Italy, the Philippines, Singapore, South Africa, UAE and the UK.

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BVI COMMERCIAL COURT DISCHARGES INJUNCTION RESTRAINING PRIVATISATION OF NASDAQ-LISTED BVI COMPANY

A recent judgment from the BVI Commercial Court is a further example of the court's swiftness to exercise its jurisdiction in respect of BVI companies listed on US exchanges. The decision also serves as a reminder of the importance of an applicant's duty of full and frank disclosure and fair presentation in an ex parte hearing and the dangers of breaching that duty.

Justin Davis, Nicholas Burkill, Jean Lau and James McDermott of Ogier successfully acted for the defendants. David Chivers QC led Nicholas Burkill.

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GLOBAL BUSINESS: POINT COUNTER POINT PUBLICLY ACCESSIBLE REGISTERS OF BENEFICIAL OWNERSHIP: ARE THEY NECESSARY?

Elise Donovan

The debate on whether publicly accessible registers of beneficial ownership of companies are necessary is far from settled. The advocates, however, appear to be triumphing, not because they have provided convincing arguments to support their position, but because they wield the political clout and dominance to coerce those, like some of the British Overseas Territories (BOTs), to comply with their demands.

Both proponents and opponents agree on the objective -- providing transparent systems to fight financial crime globally -- but they differ on the methods on how this should be best accomplished.

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THE CASE FOR PUBLIC REGISTERS

Robert Briant

I have been asked by Business BVI to write an article setting out the benefits of a publicly accessible register of beneficial owners of corporate entities (a “PARBO”). Being a BVI legal practitioner, this is not the easiest of tasks. I believe that the BVI model of a verified private register with effective exchange of information is far more effective than an unverified public register. However, like any good lawyer, I need to be able to consider both sides of a case, and have approached the task on this basis. It is incumbent on all of us to understand the arguments for a PARBO if at least to understand why a PARBO is not as effective as a verified private register, with effective exchange of information.

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EXPLAINING MY POSITION AGAINST PUBLIC REGISTERS OF ULTIMATE BENEFICIAL OWNERS

Martin Litwak

I understand that there are practitioners in the British Virgin Islands (“BVI”) that would like to see the BVI adopting a position similar to that of the Crown Dependencies and other Overseas Territories with regard to the establishment of publicly accessible registers of beneficial owners of companies and other types of entities. However, we have to agree why it is even suggested that PARBOs be adopted, as they are a fundamental change from the current regime. I understand that the main argument in favour of PARBOs is to combat the use of corporate entities for criminality, including regulatory and tax offenses. There are other arguments in favour of a PARBO which are discussed below, but fundamentally the concern with corporate vehicles and the reason for PARBOs, is the need to allow transparency to combat criminality in the broadest sense.

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The BVI Arbitration Group and the BVI International Arbitration Centre is pleased to propose a free webinar on Construction Disputes in the Caribbean.

Date: 30th June 2021

Time: 11am (BVI Time)

THE BVI FINTECH TRANSFORMATION

Simon Gray 

The British Virgin Islands (BVI) is emerging as a global hub of fintech innovation and investment, evidenced by the arrival of several exciting fintech start-ups and providers over the last few years.

Increasingly, businesses in the sector are recognising the advantages of the BVI, attracted by fit-for-purpose regulations, ease of doing business and a growing talent pool across the fintech and digital space.

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IN THE NEWS

G-20 set to endorse deal on global minimum corporate tax

Hong Kong listing: setting up red-chip structures

BVI Premier And Minister Of Finance Comments On G7 Communique

Global tax talk enter vital two weeks ahead of key meetings

SPACs and traditional IPOs: an offshore perspective

UPCOMING EVENTS

BVI Finance Summer Klatsch

1st July 2021 | 5:30 p.m.

TAXING TIMES - A Roundtable Discussion on the Impact of a Proposed Global Corporate Minimum Tax

16th July 2021 | 9:00 a.m.

BVI Finance

Road Town, Tortola, BVI

www.bvifinance.vg