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Netherlands Antilles Foundation (Stichting Particulier Fonds)
The Netherlands Antilles Private Foundation ("Stichting Particulier Fonds" or "SPF") is a private foundation that was introduced to offer an alternative to the Anglo Saxon Trust. It is very popular in estate planning and for holding and portfolio investment activities. The SPF is subject to a minimum of formalities and is a flexible solution with the main characteristics summarized below.
• The SPF may not conduct a business. However, portfolio investments and holding activities are not considered an enterprise for these purposes.
• The SPF is, like other foundations, a separate legal entity that can own assets and incur liabilities.
• An SPF does not have shareholders or members.
• Unlike a common foundation, the SPF can make non-idealistic and non-charitable distributions to the incorporators or to others out of its income or out of its assets.
• Beneficiaries do not have to be appointed if such appointment is not desired.
• Beneficiaries can be appointed/designated in the Articles of Incorporation in very general or very specific terms. The purpose clause could for instance only authorize the foundation to make gifts as and when the advisory board considers this appropriate.
• There are no audit or filing requirements regarding the annual accounts.
• The SPF is exempt from Netherlands Antilles profit and dividend withholding tax and is only subject to limited tax filings (generally one profit tax return per 5 years).
• No Netherlands Antilles gift or other taxes are levied when contributions are made to the SPF by non-Netherlands Antilles residents and/or when distributions are made by the SPF. EXAMPLES OF USES
• Asset protection
• Holding of shares
• Deferral of income
• Minimizing wealth taxes
• Preservation of family assets
• Estate planning
A private foundation is governed by its foundation charter, its regulations and by the provision of The National Ordinance of October 19, 1998 and it should be noted that:
INITIAL PATRIMONY OR CAPITAL OF THE FOUNDATION
The foundation must have an initial patrimony of at least US$ 10,000, which shall be used only towards the purpose and objectives expressly provided for in the foundation charter.
THE FOUNDER
The founder, who can be either a natural person or a body corporate, organises or creates the foundation. The founder appoints officers and/or the founding members of the foundation council as well as nominating the beneficiaries of the foundation. Typically, the founder will be a nominated party resident of the Netherlands Antilles, who will be specified in the foundation charter.
THE FOUNDATION COUNCIL
Private foundations may have a foundation council, which is the administrative body of the foundation or alternatively, may just appoint officers to act . These parties can be compared with the board of directors of a normal company and to help the foundation to fulfill and achieve all of the foundation’s aims, objectives and purposes, as set out in the foundation charter or in the regulations.
THE BENEFICIARIES
If appointed, the beneficiary, or beneficiaries, are those that benefit from the private foundation. As the charter need not be registered on public file, the confidentiality or anonymity of the beneficiaries can be achieved.
TAXATION
There are no direct taxes such as income tax, corporation tax, capital gains tax, profit tax, gift tax or death duties. Foundations pay a flat rate filing fee to maintain the good standing of the foundation and penalties are imposed for the late payment of this fee.
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