Multi-country Client case studies
Australian- based company registers multiple subsidiaries across South East Asia
- Our Client, an Australian-based event technologies company, engaged Healy Consultants Group PLC to incorporate a holding company in Singapore and to assist them branch out in the majority of the South East Asian jurisdictions;
- The business’s goal was to establish a strong presence in the South East Asian region to increase their market share after a very successful business in Australia;
- The Client wanted to also set up subsidiaries in South Korea, Macau, Hong Kong, Philippines, Malaysia, Taiwan and Thailand and also a second, operational business in Singapore;
- The directors of the Australian business entity are 2 Australians and 1 American citizen. They jointly manage several successful business ventures in various industries including security and events management.
- Healy Consultants Group PLC and the client had several phone discussions to understand the company business goals, direction and preferred company structure. We then recommended a limited liability company in all jurisdictions apart from Thailand and the Philippines, where an Amity Structure and a Joint Stock Company would apply respectively;
- Healy Consultants Group PLC suggested for all these companies to be wholly owned by the Singapore holding structure, which in turn is owned by the Australian mother company;
- The Client was already banking with Bank of America and wanted to open corporate bank accounts with BOA for all their subsidiaries to facilitate international transactions and take advantage of their banking relationship;
- The Incorporation Department was split in several teams that were assigned a number of countries. Each team prepared the i) corporate structures for the respective entities, ii) detailed proposals outlining costs breakdown, iii) timeframes and iv) accounting and tax liabilities;
- The Client’s dedicated Project Manager compiled the same in simple documents and emailed the Client for their review and approval;
- Because the corporate structures are multi-layered, our Compliance team spent a fair amount of time to prepare the due diligence checklist and review every document for every company incorporation and confirm the action needed from our Client for each document.
Multi-country company incorporation
- Because of the scale of the project, the Client settled a retainer fee at the beginning of the engagement for Healy Consultants Group PLC to start drafting the detailed project plan for each jurisdiction;
- Thereafter our Client settled our engagement fees in instalments, as this was their preferred mode of payment;
- Because of the scale of the project, the Client had to send several couriers with the required i) due diligence documents and ii) signed legal incorporation forms for all the jurisdictions;
- The Incorporation team at Healy Consultants Group PLC submitted their application to Accounting and Corporate Regulatory Authority of Singapore (ACRA), and within a week, the holding company and within another week, the Singapore subsidiary were fully incorporated as legal entities in Singapore;
- Thereafter, the Healy Consultants Group PLC team submitted applications to the various government agencies in the different jurisdictions as required by our Client;
- All company incorporations were completed within three to eight months from the start of this engagement, depending on the complexity of the jurisdiction.
Corporate bank accounts opening
- Thanks to our Client’s existing relationship with Bank of America (BOA), Healy Consultants Group PLC managed to open corporate bank accounts with BOA in all jurisdictions apart from Macau. Since there is no BOA presence in Macau, Healy Consultants Group PLC managed to open a corporate account for our Client with OCBC Macau, an affiliate of BOA bank;
- Because majority of the subsidiaries had a similar corporate structure, we also managed to negotiate with the Bank of America local branches to waive some of the KYC requirements, as long as the Singapore and Australian branches of BOA had the required document on file;
- All the bank mails and internet tokens were couriered to Clients’ preferred address.
- The Client was recruiting locally in all the jurisdictions were companies were set up;
- While the Client did not require our assistance with the employment visas and the recruitment process, our teams were required to i) prepare the employment contract drafts and ii) research on the employment laws.
Share capital injection
- Once the setup was complete, Healy Consultants Group PLC assisted our Client to increase the share capital of some companies to meet their operational requirements.
Accounting and tax and payroll support
- Once the projects for all jurisdictions were successfully completed, we also notified our Client of the monthly, quarterly and annual accounting and tax obligations;
- We assisted our Client to discharge the company accounting and tax and payroll reporting in several countries, such as Thailand, Taiwan and Singapore.
- The main issue Healy Consultants Group PLC team encountered during the incorporation and corporate bank account opening processes was the multi-layered corporate structure;
- Preparing and reviewing and submitting the due diligence proved more time-consuming that expected initially, however Healy Consultants Group PLC staff negotiated where necessary for exemptions of some documents or the originals;
- Currently, the Australian event technologies company is increasing its shares in the South East Asian region through its locally registered subsidiaries.