Global Subsidiary Governance Services
Assist multinational companies in meeting the challenges presented in complying with today’s global standards of good corporate governance.
Our Global Solution
As a multinational company that requires assistance with the maintenance of its portfolio of international subsidiaries, you can rely on Citco to support your office network around the world with our Global Subsidiary Governance Services. Certainly in cases where local experts are required to assist with Global Subsidiary Governance Services, or where such services need to be outsourced to a specialist firm, Citco can pro-actively deliver bespoke services to meet and exceed your expectations.
We typically assign a dedicated team of experienced staff members to you that will coordinate all matters with respect to your international subsidiaries, so continuity and quality of service are guaranteed. By offering you this “single point of contact” approach, we ensure the smooth and uninterrupted operation of your core business operations while creating cost savings effected by Citco’s global network of offices and agents.
All Citco staff members who would act as your primary contact(s) hold a law or equivalent degree and have significant relevant experience. Our staff therefore understands the needs of, and can effectively communicate with, your company representatives and/or your professional advisors anywhere around the world.
- Modus Operandi & Core Services
A global account management team (with a “single point of contact”) coordinates and monitors all your global subsidiary governance activities. This team prepares a global compliance calendar with key filing dates and deadlines and reviews ad hoc transactional matters that pertain to the international subsidiaries of your multinational company to ensure that they are compliant with local statutory and legal requirements, regardless of the jurisdiction.
Our menu of Global Subsidiary Governance Services is very scalable; we can assist you with both core services as well as special projects (e.g. global director changes, incorporation/registration, corporate structure simplification, reorganization) that are limited in duration. Core services may include but are not limited to:
- Maintenance of company’s shareholders register and minute books
- Arranging for mandatory annual statutory filings with company registries (excluding tax returns)
- Preparation of the documents for all Meeting types - AGM, Board, Committee, EGM inter alia
- Provision of regular status reports on any Global Subsidiary Governance Services
- Charting of annual compliance deadlines and updating of changes in local legislation and regulations
- Preparation and filing of documents for changing directors, general managers, officers, signatories and registered address
- Preparation and filing of Powers of Attorney/Proxy
- Preparation and filing of documents for auditors and other corporate-related changes
- Preparation of and/or assisting with the documents for share-related transactions
- Preparation of Board and/or Shareholders resolutions
- Assisting with amendments to the Articles of Association
- Assisting with legalizations/notarizations/apostilles
- Maintenance of client’s subsidiary database
- Project Management
- Corporate Health Check
Upon engagement Citco can review the network of your international subsidiaries and verify whether they are in good legal standing under the laws of their “home jurisdiction”. In cases where they do not meet these legal requirements, Citco’s Global Subsidiary Governance Services Team can assist with remedial action. The Corporate Health Check includes the following features:
- Review of your international subsidiaries’ records in their respective jurisdictions
- Summary of details of the available corporate data for each of these subsidiaries in a Corporate Health Check report together with an overview per jurisdiction regarding the key rules and regulations applicable (e.g. due dates, obligatory filings etc.)
- Notification of any items that require immediate remedial action (e.g. backlog in filings etc.)
- Incorporation / Registration
The process to incorporate a company or to register a branch/representative office in an unfamiliar jurisdiction can often be unnecessarily protracted. These incorporations/registrations are often procedurally complicated and usually require multinational companies to work with multiple parties, jurisdictions, languages, and time-zones. Citco’s Global Subsidiary Governance Services team coordinates matters by liaising with your company’s corporate secretary and/or in-house counsel, external advisors and/or local authorities in the pertinent jurisdiction, ensuring that this is done in a timely and cost efficient manner and in accordance with the laws and regulations of the relevant jurisdiction.
- Legal Entity Reduction Program
With the increased costs of global filing requirements for all types of legal entities, it makes economic sense to eliminate subsidiaries that no longer serve any useful business purpose. However, every jurisdiction has its own set of regulations often making it burdensome to dissolve (or liquidate) subsidiaries.
Citco can assist in evaluating to what extent subsidiaries need to be maintained or eliminated. As a result, some subsidiaries may benefit from merging into other group companies rather than dissolving (or liquidating). You can benefit from our assistance as part of a corporate review/reorganization where Citco will ensure that this process is handled in the same dedicated and pro-active way as the other services which we can provide to you.
- Ancillary Services
For ancillary services please see the Multinational Client Services section of our website.
- Corporate Health Check
For further information on how we can assist you, please contact our Global Subsidiary Governance Services team at GSGS@citco.com and a member of our Management Team will contact you.