INVESTMENT INSTITUTIONS AND THE NETHERLANDS ANTILLES
In most cases a license is required
An investment institution is either an investment company or an investment fund, according to the National Ordinance on the Supervision of Investment Institutions and Administrators 2002 (‘Landsverordening toezicht beleggingsinstellingen en administrateurs’, the “NOSIIA”).
An investment company is the body corporate that raises or has obtained pecuniary means or other property to be used for collective investment with the objective of allowing the participant to benefit from the revenues of the investment. An investment fund is a non-incorporated capital comprising pecuniary means or other raised or obtained for collective investment with the objective of allowing the participants to benefit from the revenues of the investment.
The NOSIIA prescribes a license for all Investment Institutions, unless the participation rights therein are not offered, nor are monies or other goods for participation therein requested or obtained, in or from the Netherlands Antilles or the participation rights therein are offered by one or more individuals (‘natuurlijke personen’) other than in the course of their profession or business or the Central Bank has granted an exemption.
The words “or obtained” indicate that the NOSIIA will also be triggered where investments were unsolicited. The NOSIIA applies to (a) all Investment Institutions, which are established in the Netherlands Antilles, wherever their investors or potential investors are located and (b) all Investment Institutions that are established outside the Netherlands Antilles, provided that participation rights therein are offered (or monies or other goods for participation therein are requested or obtained) in the Netherlands Antilles. It is important to note that these requirements are easily triggered by investment institutions.
Karel Frielink
Curacao-based Attorney (lawyer) / Partner
