The things a security taker needs to know about receivership under BVI law

Transcription

1 The things a security taker needs t knw abut receivership under BVI law December 2016 Cntents Intrductin 3 What is receivership? 3 What types f receiver may be appinted? 3 Hw des the right t appint a receiver arise? 3 Out f curt appintment 3 Curt appintment 4 Wh may be appinted as a receiver? 4 What is the status f a receiver? 4 Public dcuments 5 Effect n directrs 5 Administratin 5 Des the inslvency f the security giver affect a security taker's right t appint a receiver? 5 Preferential creditrs 5 What are the pwers f a receiver? 6 Inslvency Act 6 Cmpanies Act 6 Cnveyancing Act 7 What infrmatin rights des a receiver have? 7 Curt directins 7 What are the duties f a receiver? 7 Ntificatins and filings 7 Primary duty 8 Pwer f sale 8 Accunting recrds 8 Receivership accunts 8 Keep mneys separate 8 Reprt unlicensed financial services business 9 Fiduciary duties 9 Administrative receiver 9 Ntice f cmpletin 10 Hw is a receiver's remuneratin set? 10 BVI CAYMAN ISLANDS GUERNSEY HONG KONG JERSEY LONDON murantzannes.cm

2 What are the liabilities f a receiver? 10 Liabilities 10 Prtectins 11 In what circumstances des a receiver vacate ffice? 11 Resignatin 11 Remval 11 Cntacts 12 BVI CAYMAN ISLANDS GUERNSEY HONG KONG JERSEY LONDON murantzannes.cm 2

3 Intrductin One f the main reasns the BVI remains a ppular place t establish an asset hlding cmpany is that its inslvency law is creditr friendly and mdelled n the English Inslvency Act Cnsequently, lenders arund the wrld are cmfrtable lending mney t BVI cmpanies. This guide examines the things a security taker needs t knw abut receivership under BVI law. In it, security giver means a BVI cmpany that has created security ver an asset wned by it. What is receivership? Receivership is a remedy available t a security taker bth under statute and the terms f a security dcument. The pwer t appint a receiver arises when the security giver r sme ther persn fails t pay an amunt, r t perfrm anther bligatin, under a lan agreement r ther debt dcument. It is custmary t appint mre than ne receiver and fr each receiver t be able t act individually. This ensures that there is always a receiver wh is available t act. The rle f the receiver is t take custdy and cntrl f, cllect the incme frm, and (if necessary) sell, n behalf f the security taker, an asset ver which the security taker has taken security. The Inslvency Act 2003 (the Inslvency Act) is the primary legislatin gverning receivership under BVI law. The Inslvency Act applies t a receiver appinted under a security dcument, the Inslvency Act itself r anther statute. In the cntext f internatinal financing transactins, the ther legislatin which gives a statutry right t appint a receiver is the BVI Business Cmpanies Act 2004 (the Cmpanies Act) and Cnveyancing and Law f Prperty Act 1961 (the Cnveyancing Act). What types f receiver may be appinted? Fr the purpses f the Inslvency Act, there are tw types f receiver: a simple receiver (smetimes called a fixed charge receiver) and an administrative receiver. In this guide, receiver means bth a simple receiver and an administrative receiver unless we indicate therwise. The Inslvency Act defines a receiver as being a receiver f the whle r any part f the assets f a security giver, including: a manager and a receiver and manager; a receiver f incme; and an administrative receiver. The Inslvency Act defines an administrative receiver as a receiver f the whle, r substantially the whle, f the business, undertaking and assets f a security giver appinted by: a security taker ut f curt under a security dcument which includes a security interest that was created as a flating charge (whether r nt the dcument creates any ther security interest); r the High Curt under the Inslvency Act. Hw des the right t appint a receiver arise? A receiver can be appinted ut f curt r by an rder f the curt. Out f curt appintment In the vast majrity f cases, a receiver will be appinted ut f curt because it is quicker and cheaper. Where a receiver is appinted ut f curt: the appintment must be made in writing; the appintment takes effect frm the time the receiver receives ntice f appintment; and is nt effective unless the receiver accepts the appintment befre the end f the next business day fllwing receipt f ntice f appintment. Where the appintment f a receiver made ut f curt is invalid, the curt may rder the security taker t indemnify the receiver against any liability that may arise as a result f the invalid appintment if it is satisfied that the receiver acted hnestly and reasnably. BVI CAYMAN ISLANDS GUERNSEY HONG KONG JERSEY LONDON murantzannes.cm 3

4 Curt appintment The curt may nly appint a receiver where it is given a statutry pwer t d s. An applicatin t appint a receiver may be made under the West Indies Assciated States Supreme Curt (Virgin Islands) Act 1969 in accrdance with Part 51 f the Eastern Caribbean Supreme Curt Civil Prcedure Rules A curt appinted receiver: is an fficer f the curt; has the pwers set ut in the rder appinting the receiver; and is supervised by the curt in carrying ut the receivership. The Cmpanies Act gives a security taker wh hlds a mrtgage r charge ver shares in a BVI cmpany the pwer t appint a receiver ver thse shares. The Cnveyancing Act gives a security taker the pwer t appint a receiver if the security dcument is a mrtgage (which is defined t include a charge) that is created by way f deed. The pwer is nly exercisable nce the pwer f sale under the Cnveyancing Act has arisen. Wh may be appinted as a receiver? An administrative receiver must be a licensed inslvency practitiner. A simple receiver need nt be a licensed inslvency practitiner, but almst invariably, will be. Instead f listing wh may be appinted as a receiver, the Inslvency Act lists the persns wh may nt be appinted as a receiver. These are: a security taker f any asset f the security giver; a persn wh is, r during the previus tw years, was: an fficer r emplyee f a security taker f any asset f the security giver; r a sharehlder f the security taker r a cmpany related t it; a persn wh is disqualified frm being an inslvency practitiner due t bankruptcy r a disqualificatin rder; a persn wh is, r at any time in the previus three years, was: an auditr f the security giver r emplyee f its auditr; r a directr f the security giver; a bdy crprate; the fficial receiver (unless appinted by the curt); and any persn prescribed frm being appinted. If a persn wh is ineligible t be appinted as a receiver accepts an appintment r acts as a receiver, the persn cmmits an ffence and, upn being cnvicted, is liable t a fine f up t US$4,000. What is the status f a receiver? The Act says that: a simple receiver appinted ut f curt is taken t be an agent f the security giver unless the security dcument states therwise; and an administrative receiver is taken t be an agent f the security giver. Similarly, the Cnveyancing Act says that: a simple receiver appinted under it is taken t be the agent f the security giver; and the security giver is slely respnsible fr the receiver's acts r defaults unless the security dcument states therwise. It is als custmary fr the security dcument t say that a receiver is an agent f the security giver. The reasn fr this is that making a receiver the agent f the security giver means that the security taker will nt be liable fr the receiver's acts. BVI CAYMAN ISLANDS GUERNSEY HONG KONG JERSEY LONDON murantzannes.cm 4

5 A receiver's agency terminates if a liquidatr is appinted, but this des nt affect the pwer f the receiver t deal with the assets ver which the receiver was appinted. What is the effect f appinting a receiver? Public dcuments Where a security giver is in administrative receivership, every public dcument issued by the security giver, the administrative receiver r any liquidatr n which the name f the security giver appears, must state that an administrative receiver has been appinted. Where a simple receiver is appinted in respect f any asset f a security giver, every public dcument issued by the security giver r the receiver relating t the asset must cntain a statement that a receiver has been appinted. The failure t cmply with these requirements is an ffence punishable by a fine, but des nt affect the validity f any dcument. Effect n directrs The appintment f a receiver displaces the pwer f the directrs t exercise cntrl f the assets that are subject t the receivership. The appintment f a receiver des nt, hwever, remve the directrs frm ffice and they retain residual pwers in respect f matters nt affected by the receivership. In the case f an administrative receiver, since the security taker will have a flating charge ver the whle, r substantially the whle, f the security giver's assets, althugh the directrs will remain in ffice, effectively the administrative receiver will displace the directrs in the management f the security giver and its business. Administratin Althugh Part III (Administratin) f the Inslvency Act has nt yet been brught int frce, it is wrth nting that, if Part III is brught int frce, an administratr cannt be appinted ver a security taker if a qualifying administrative receiver has been appinted unless the security taker cnsents t the appintment f the administratr. Des the inslvency f the security giver affect a security taker's right t appint a receiver? The Inslvency Act says that, with effect frm the start f the liquidatin f the security giver (amng ther things): the liquidatr has custdy and cntrl f the security giver's assets; the security giver's directrs and fficers remain in ffice, but cease t have any pwers, functins r duties ther than thse required r permitted under the Inslvency Act r authrised by the liquidatr; unless the High Curt rders therwise, n persn may: cmmence r prceed with any actin r prceeding against the security giver r in relatin t its assets; r exercise r enfrce, r cntinue t exercise r enfrce any right r remedy ver r against assets f the security giver; and unless the High Curt rders therwise, n share in the security giver may be transferred. Any act dne, r attempted t be dne, in breach f these matters is vid. Despite the abve, the Inslvency Act says that a security taker may take pssessin f, and realise r therwise deal with, assets f the security giver ver which it has security. Preferential creditrs Where a: security giver is nt in liquidatin; and receiver is appinted n behalf f the hlder f a flating charge, the security giver's preferential creditrs are t be paid frm the assets cming int the hands f the receiver in pririty t any claims fr principal r interest under the security dcument under which the receiver was appinted r any ther security dcument secured by a flating charge. BVI CAYMAN ISLANDS GUERNSEY HONG KONG JERSEY LONDON murantzannes.cm 5

6 Any payment made t a preferential creditr by a receiver is t be recuped (as far as is pssible) frm the assets f the security giver that are available fr payment f unsecured creditrs. What are the pwers f a receiver? Inslvency Act As mentined abve, in the vast majrity f cases, a receiver will be appinted ut f curt, and accrdingly, the receiver will be given wide ranging pwers in the security dcument. Under the Inslvency Act, a simple receiver has the pwers expressly r impliedly given t the receiver: (in the case f a simple receiver appinted ut f curt) by the security dcument; r (in the case f a receiver appinted by the curt) by the curt rder, under which the receiver was appinted. Unless the security dcument, r curt rder, under which the receiver is appinted expressly states therwise, a simple receiver may: demand and recver, by actin r therwise, incme frm the assets ver which the receiver has been appinted; issue receipts fr incme recvered; manage, insure, repair and maintain the assets ver which the receiver has been appinted; and exercise, n behalf f the security giver, a right t inspect bks r dcuments that relate t the assets ver which the receiver has been appinted in the pssessin, r under the cntrl, f a persn ther than the security giver. Where a simple receiver appinted ut f curt is authrised t execute dcuments in the name f, r n behalf f, a security giver (whether under a pwer f attrney r therwise), the authrity cntinues in respect f dcuments necessary r incidental t the receiver's pwers despite the security giver ging int liquidatin. Unless the security dcument under which an administrative receiver is appinted states therwise, the pwers f an administrative receiver, in relatin t the assets t which the appintment relates, include the pwer t: take pssessin f, cllect and get in, the assets f the security giver (and t take any prceedings t recver pssessin f them); execute any dcument under hand r seal; sell, create security ver r therwise dispse f the security giver's assets; brrw mney n a secured r unsecured basis; appint any slicitr, accuntant r ther prfessinally qualified persn r agent; cmmence, cntinue, discntinue r defend any actin r ther legal prceedings in the name f, and n behalf f, the security giver; d all things necessary t realise the security giver's assets; make any payment; carry n the business f the security giver; make any cmprmise r arrangement n behalf f the security giver; rank and claim in the bankruptcy r inslvency f any persn; make r defend an applicatin fr the liquidatin f the security giver; and amend the security giver's memrandum f assciatin r change the lcatin f its registered ffice. Cmpanies Act Under the Cmpanies Act, a receiver appinted ver shares in a cmpany may (subject t the terms f the security dcument): exercise the vtes attached t the shares BVI CAYMAN ISLANDS GUERNSEY HONG KONG JERSEY LONDON murantzannes.cm 6

7 receive distributins in respect f the shares; and exercise ther rights and pwers f the security giver in respect f the shares, until the security interest is discharged. Cnveyancing Act The Cnveyancing Act gives a security taker a statutry pwer t appint a receiver if the security dcument is a mrtgage (which is defined t include a charge) that is created by way f deed. The pwer is nly exercisable nce the pwer f sale cnferred under the Cnveyancing Act has arisen. It is preferable t appint a receiver under a security dcument rather than relying n the pwer f appintment in the Cnveyancing Act because the pwers given t a receiver under the Cnveyancing Act are much mre restricted than thse nrmally given under a security dcument. Under the Cnveyancing Act, a receiver has the pwer t demand and recver all the incme frm the secured assets, give receipts and exercise any pwers delegated t the receiver by the security taker under the Cnveyancing Act. What infrmatin rights des a receiver have? The security giver and every fficer must: make available t the receiver all bks, dcuments and infrmatin relating t the assets in respect f which the receiver has been appinted in the pssessin, r under the cntrl, f the security giver r fficer; if required t d s by the receiver, verify by statutry declaratin that the bks, dcuments and infrmatin are cmplete and crrect; and give the receiver any assistance the receiver may reasnably require. Curt directins The Inslvency Act gives the High Curt wide ranging pwer t make rders relating t the perfrmance f a receiver's duties. It may make an rder: giving any directins it cnsiders apprpriate; declaring the rights f persns befre it; and it cnsiders just. An applicatin fr an rder may be made by: the receiver; the security taker; a persn in whse interest the receiver is acting; r the BVI Financial Services Cmmissin (Cmmissin) if the security giver is r has been a regulated persn. What are the duties f a receiver? Ntificatins and filings Immediately n being appinted, a receiver must: send a ntice f appintment t the security giver; and file a ntice f appintment with the registrar f crprate affairs (registrar) and (if the security giver is r has been a regulated persn) the Cmmissin. In additin, an administrative receiver must, within: five business days f being appinted, advertise ntice f appintment; and 28 days f being appinted, send a ntice f appintment t all f the security giver's creditrs. Failure t cmply with these requirements is an ffence punishable by fine, but des nt invalidate the appintment. BVI CAYMAN ISLANDS GUERNSEY HONG KONG JERSEY LONDON murantzannes.cm 7

8 Primary duty The Inslvency Act says that the primary duty f a receiver is t exercise the receiver's pwers in: gd faith and fr prper purpses; and a manner the receiver believes, n reasnable grunds, t be in the best interests f the security taker. T the extent cnsistent with this primary duty, a receiver must exercise the receiver's pwers with reasnable regard t the interests f the: creditrs f the security giver; sureties wh may be called upn t fulfil bligatins f the security giver; persns claiming an interest in assets in respect f which the receiver was appinted; and security giver. That Inslvency Act says that, where a receiver appinted ut f curt acts, r refrains frm acting, in accrdance with instructins given by the security taker, the receiver will nt be in breach f the receiver's duty t act in the best interests f the security taker. Pwer f sale A receiver wh exercises a pwer f sale ver assets in respect f which the receiver has been appinted wes a duty t btain the best price reasnably btainable at the time f sale t the: creditrs f the security giver; sureties wh may be called upn t fulfil bligatins f the security giver; persns claiming an interest in assets in respect f which the receiver was appinted; and security giver. Accunting recrds A receiver must keep accunting recrds that crrectly recrd and explain the receipts, payments and ther transactins relating t the assets in respect f which the receiver has been appinted. The recrds must be kept fr at least six years after the end f the receivership. Receivership accunts A receiver must prepare accunts cvering the fllwing perids: the perid f 12 mnths fllwing the receiver's appintment; each subsequent perid f six mnths; and where the receiver ceases t act as receiver, the perid frm the: end f the perid cvered by the last accunts filed, r if the receiver has acted fr less than 12 mnths frm the date f appintment, t the date f ceasing t act; and date f the receiver's appintment t the date f ceasing t act, unless filed in accrdance with the paragraph abve. The accunts prepared by the receiver must: shw all payments received and made by the receiver during the perid cvered by them; and within 30 days f the last day f the perid cvered by the accunts be filed with the registrar and (if the security giver in receivership is r has been a regulated persn) the Cmmissin. A receiver appinted by the curt must, in additin t cmplying with requirements set ut abve, file at curt accunts in any frm, cvering any perids and within any time, the curt may rder. Keep mneys separate A receiver must keep mney relating t the assets in respect f which the receiver was appinted separate frm ther mney received in the curse f, but nt relating t, thse assets and frm ther mney held by, r under the cntrl f, the receiver. BVI CAYMAN ISLANDS GUERNSEY HONG KONG JERSEY LONDON murantzannes.cm 8

9 Reprt unlicensed financial services business If it appears t a receiver that the security giver is carrying n, r has carried n, unlicensed financial services business the receiver must reprt it t the Cmmissin as sn as reasnably practicable. Fiduciary duties A receiver wes the fllwing fiduciary duties. The primary duty f a receiver is t try t repay the secured debt. In exercising the receiver's pwers, the receiver wes duties t: preserve and prtect the secured assets; act in gd faith and fr the purpses f realising the secured assets; and act with due diligence. A receiver must get the best price reasnably btainable fr the secured assets at the time they are sld, but when deciding whether r nt t sell, and if s, hw and when t sell, the receiver need nly cnsider the interests f the security taker. A receiver may nt buy the secured assets frm the security taker. A receiver's fiduciary duties are wed t the security taker and t the security giver and any ther persn with an interest in the equity f redemptin fr the secured asset (including any guarantr, persn giving security fr the debt and later security taker). Hwever, if there is a cnflict between the interests f the security taker and anther persn with an interest in the equity f redemptin, the receiver may put the interests f the security taker ahead f the interests f thse ther persns. Administrative receiver An administrative receiver must, as sn as practicable after being appinted, require at least ne persn wh is, r was in the tw years preceding the administrative receiver's appintment, a prmter, directr r secretary r an emplyee f the security giver, t prepare a statement f affairs. A statement f affairs must be verified by an affidavit and set ut (amng ther things) the: security giver's assets and liabilities; names and addresses f the security giver's creditrs; and security interests created by the security giver and the dates n which they were created. An administrative receiver must, within three mnths f being appinted, prepare and file with the registrar and (if appinted by the High Curt) with the curt, a reprt setting ut the: events leading up t the administrative receiver's appintment; dispsal r prpsed dispsal f any assets f the security giver, and the carrying n f any business f the security giver, by the administrative receiver; amunts f principal and interest payable t the security taker and the amunts payable t any preferential creditrs; amunt (if any) likely t be available fr the payment f ther creditrs; and persns wh have submitted statements f affairs and a summary f them and the administrative receiver's cmments n them, and cntaining any ther infrmatin that may be prescribed. Within 14 days f filing the reprt, the administrative receiver must: send a cpy t the: security giver r (if it is in liquidatin) its liquidatr; and Cmmissin if the security giver is r has been a regulated persn; send a cpy f the reprt t each creditr f the security giver r publish a ntice stating the address f an ffice t which creditrs may write fr a cpy f the reprt and at which the reprt can be inspected during nrmal ffice hurs; and BVI CAYMAN ISLANDS GUERNSEY HONG KONG JERSEY LONDON murantzannes.cm 9

10 call a meeting f unsecured creditrs (unless the High Curt makes an rder dispensing with this requirement). Where a liquidatr is appinted after the administrative receiver has sent a cpy f the reprt t the security giver, the administrative receiver must send a cpy f the reprt t the liquidatr within seven days f the liquidatr being appinted. Ntice f cmpletin On cmpleting a receivership, a receiver must: give ntice t: the security giver r (if it is in liquidatin) its liquidatr; in the case f an administrative receiver, the creditrs' cmmittee (if any); and the Cmmissin if the security giver is r has been a regulated persn; and file a ntice f cmpletin with the registrar and (if the security giver is r has been a regulated persn) the Cmmissin. Hw is a receiver's remuneratin set? The general psitin is that a receiver appinted under a security dcument may be remunerated in accrdance with the terms f the security dcument r as may be agreed with the security taker. As a cnditin t agreeing t act as receiver, a receiver will generally insist that the security taker (r sme ther persn) gives the receiver an indemnity in respect f the receiver's remuneratin and the csts and expenses f the receivership. A receiver appinted by the curt r in accrdance with an enactment ther than the Inslvency Act is entitled t be paid any remuneratin the curt may rder r the enactment may prvide. In additin, a receiver appinted by the curt is entitled t be indemnified frm, and has a lien ver, the assets in respect f which the receiver is appinted fr the receiver's remuneratin and the reasnable csts and expenses f the receivership. The receiver's lien survives discharge f the receivership. Hwever, the High Curt may review and fix the remuneratin f a receiver n the applicatin f: the receiver; the security giver r (if it is in liquidatin) its liquidatr; any persn with an interest in the assets in respect f which the receiver has been appinted; r the Cmmissin if the security giver is r has been a regulated persn. What are the liabilities f a receiver? Liabilities Except as mentined belw, a receiver is persnally liable fr: any cntract entered int by the receiver in the perfrmance f the receiver's duties; and the payment f wages r salary (including amunts due fr hlidays, sickness, sums payable in lieu f hliday and cntributins t a pensin scheme) that, during the perid f the receivership, accrue under an emplyment cntract adpted by the receiver and, fr this purpse: any actin which the receiver takes, r fails t take, within 14 days f being appinted is taken nt t amunt, r cntribute, t the adptin f an emplyment cntract; the receiver is taken t have adpted an emplyment cntract if the receiver des nt give a terminatin ntice within 14 days f being appinted; and where a simple receiver is appinted by the curt, unless the curt rders therwise, all emplyment cntacts are terminated with immediate effect. Despite any ther enactment r rule f law t the cntrary r anything cntained in the security dcument under which a receiver is appinted: it is nt a defence in prceedings against a receiver fr a breach f the primary duty mentined abve that the receiver was acting as the agent f the security giver r under a pwer f attrney frm the security giver; and BVI CAYMAN ISLANDS GUERNSEY HONG KONG JERSEY LONDON murantzannes.cm 10

11 a receiver is nt entitled t cmpensatin r an indemnity frm the assets in respect f which the receiver was appinted r the security giver in respect f any liability incurred by the receiver arising frm a breach f the primary duty mentined abve. Prtectins Except where a receiver breaches the primary duty mentined abve, the receiver may be indemnified fr any liability fr the matters mentined abve frm the assets in respect f which the receiver was appinted. It is als custmary fr the receiver t insist upn an indemnity frm the security taker r sme ther persn. In additin, a receiver appinted ut f curt is nt persnally liable n any cntract entered int by the receiver in the perfrmance f the receiver's duties t the extent that the cntract excludes r limits the receiver's liability. In what circumstances des a receiver vacate ffice? Under the Inslvency Act, a receiver vacates ffice if the receiver: dies; resigns; ceases t be eligible t act as receiver (see Wh may be appinted as a receiver? abve); r is remved frm ffice. Where a receiver resigns, ceases t be eligible t act r is remved, the receiver must: as sn as practicable, ntify the: security taker and any jint receiver; security giver r (if it is in liquidatin) its liquidatr; and members f the creditrs' cmmittee (if any); and within seven days f ceasing t hld ffice, ntify the registrar and (if the security giver is r has been a regulated persn) the Cmmissin. Resignatin The resignatin f an administrative receiver appinted ut f curt is nt effective unless the administrative receiver gives at least seven days' ntice f resignatin t the: security taker; security giver r (if it is in liquidatin) its liquidatr; and members f the creditrs' cmmittee (if any). Unless the curt rders therwise, the resignatin f a curt appinted receiver is nt effective unless the receiver has given at least seven days' ntice f resignatin t the curt and any ther persn the curt specifies. Remval A simple receiver appinted ut f curt may be remved in accrdance with the terms f the security dcument r by an rder f the High Curt. A curt appinted receiver and an administrative receiver may nly be remved by an rder f the High Curt. An applicatin t the High Curt t remve a receiver may be made by: the security giver r (if it is in liquidatin) its liquidatr; the directrs f the security giver; the security taker; a creditr f the security giver; the Cmmissin if the security giver is r has been a regulated persn; r any ther persn the curt is satisfied has a legitimate interest in the remval f the receiver. BVI CAYMAN ISLANDS GUERNSEY HONG KONG JERSEY LONDON murantzannes.cm 11

12 An applicatin t remve a receiver must: specify the grunds n which the applicant is seeking t remve the receiver; and be served n the receiver at least five days befre the hearing date. Cntacts Eleanr Mrgan Partner, BVI eleanr.mrgan@murantzannes.cm Nichlas Fx Partner, BVI nichlas.fx@murantzannes.cm Shaun Flpp Partner, Hng Kng shaun.flpp@murantzannes.cm This guide is nly intended t give a summary and general verview f the subject matter. It is nt intended t be cmprehensive and des nt cnstitute, and shuld nt be taken t be, legal advice. If yu wuld like legal advice r further infrmatin n any issue raised by this guide, please get in tuch with ne f yur usual Murant Ozannes cntacts MOURANT OZANNES ALL RIGHTS RESERVED BVI CAYMAN ISLANDS GUERNSEY HONG KONG JERSEY LONDON murantzannes.cm 12