Brief introduction and description of the sector

Under the International Mutual Funds Act, Cap 12.16 (the Act) of the 2008 revised laws of St. Lucia, a mutual fund may be defined as a pool of investors’ funds for the purpose of collective investment arranged in the form of a company incorporated, a partnership formed or a unit trust organized pursuant to the law in force in St. Lucia

Legislation

The FSRA licenses Public Mutual Funds and registers Private Mutual Funds. The International Mutual Funds Act, Cap 12.16 (the Act) of the 2008 revised laws of St. Lucia and The International Mutual Funds Guidance Notes set out the requirements for the aforementioned and also the Management and Administration of these Mutual Funds.

International Public Mutual Funds, as their name suggests, are funds open to the public for investment. A public mutual fund can therefore be an index fund, a stock fund, a bond fund or a money market fund. They are managed by professional fund managers, who actively invest in various securities to achieve stated objectives, which can be for example, capital growth or income. Public mutual funds are monitored through the analysis of the companies’ audited accounts which is submitted to the FSRA three months after the financial year end.

International Private Mutual Funds on the other hand is very flexible and minimally regulated regime which is being offered in St. Lucia for those looking to set up private mutual funds compared to other jurisdictions. For instance, the fees and regulations are very reasonable and allow for one hundred (100) investors compared to the typical fifty in most other jurisdictions. Also the minimal investment amount is only fifty thousand US dollars (US $ 50, 000.00) compared to the customary one hundred thousand US dollars (US $100,000.00) in quite a few other jurisdictions.

Unlike other mutual funds, a private mutual fund does not require a licence to carry on mutual fund business from St. Lucia, however it needs to be registered with the Financial Services Regulatory Authority (FSRA).

Further, such a fund is not required to have any service providers including directors of corporate entities in St. Lucia, other than that of the registered agent or registered trustee. Therefore its service providers such as investment advisers, administrators, investment managers and custodians may be located in any jurisdiction.

Persons qualified to operate international private mutual funds in St. Lucia are as follows:

-      Persons having experience in the type of investment portfolio of the fund

-      Persons who are members of investment clubs

-      International Business Companies

-      Persons, whether individually or jointly have a minimum net worth in excess of US One million dollars (US $1,000,000.00)

An International Mutual fund Manager is the person(s) responsible for implementing a fund's investing strategy and managing its portfolio trading activities while the International Mutual Fund Administration is the management of (including the control of all or substantially all the assets of) the mutual fund or the administration of the mutual fund. Mutual Fund Administrators perform activities and tasks required to run a mutual fund. Examples of fund administration tasks include the preparation of financial statements, the calculation of fund performance, and the maintenance of the books.

Brief history of Regulation

   International Mutual Funds Act, No. 22 of 2006 in force 1^st August 2007

   International Mutual Funds Regulations,  SI 118/2007 in Force 6^th August 2007

   International Mutual Funds (Amendment) Act, 2006 No. 40

   International Mutual Funds (Amendment) Regulations, SI 109/2011

Requirements for registration

Public Mutual Fund

According to Section 6(1) of the International Mutual Funds Act Cap 12.16 in order to carry out mutual fund business from within St Lucia an eligible company, an international partnership or international trust shall apply to the Authority for the grant of an international public mutual fund licence. This should be done by the administrator, a registered agent/trustee on behalf of the person applying for such licence.

Private Mutual Fund

According to section 4(1) of the International Mutual Funds Act Cap 12.16 in order for a person to carry on international mutual fund business as an international private mutual fund from within St Lucia, that person shall through its registered agent or registered trustee and in the prescribed form apply to the Authority for registration for the private mutual fund as an international private mutual fund.

Public Mutual Fund Administrator/Manager

Additionally Section 12, 23 (1) of the said Act (the Act) declares that a person shall not carry on business as an international public mutual fund manager /private mutual fund administrator, unless that person is granted and holds a valid international public mutual fund manager/administrator licence pursuant to this part and complies with the provisions of the Act, the regulations and the terms and conditions of the international public mutual fund manager licence.

Registration Requirements

Before the process of registering a mutual fund commences an applicant of a mutual fund must seek consent to incorporate from the Authority. In order to apply for Consent to incorporate a mutual Fund, the following should be forwarded to the Authority. As mentioned in the International Mutual Funds Guidance Notes, this application for the Authority’s consent, is necessary to enable due diligence to be carried out on the promoters of the entity.  This application should be made on the form enclosed at Appendix 1 and should include as a minimum, the following in respect of each promoter.

• Name (showing any previous name and all aliases).
• Date and place of birth.
• Current Address and supporting utility bill.
• Data pages (including photograph) of all passport(s), duly notarised.
• Social Security Number.
• Drivers licence.
• Curriculum Vitae.
• A Banker’s reference, accountant’s reference and lawyer’s reference.
• Notarized Statutory Declaration
• Police Clearance

After the Consent to incorporate is given, the applicant should submit the following:

• Copy of Certificate of Incorporation/Formation/Continuation
• Certified evidence of equity interest are held by not more than one hundred persons(Private Mutual Fund)
• Certified evidence of minimum total investment
• Constitutional Documents
• Comparative Financial Statements (Public Mutual Fund)
• Confirmation of Appointment of  managers, administrators, Investment Advisor and Custodian

(Some of the above documents can be included in the application)

In conformity with the International Mutual Funds Regulations all applications should include a detailed Offering Document (Section 8 of the Act), Business Plan and accompanying projections. The following should also be included.

• Trust Deed;
• Other Constitutional Documents of the Fund vehicle;
• Management Agreement;
• Custodian Agreement;
• Administration Agreement;
• Delegation Agreement;
• Investment Adviser’s Agreement;
• Registrar’s Agreement;
• Sub-Custodian Agreement;
• Investment Management Agreement

Application Fees (US $)

International Private Mutual Fund                       $500

International Public Mutual Fund                         $500

International Mutual Fund Manager                       $500

International Mutual Fund Administrator            $500

When the Authority is satisfied with the documents received and that the companies seeking to be licenced or registered have satisfied the requirements as stipulated by the Act, the aforementioned will be granted a public mutual fund, a mutual fund manager or an administrator licence or will be registered as a private mutual fund.