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Securitization and liquidation of assets (such as financial receivables and real estate) have become indispensable financing tools for companies today. Structured finance involves first selling off financial receivables, real estate or other conventionally non-liquid assets to a special purpose company (SPC). The SPC, using these assets as collateral, then issues securities offering different classes of risk and reward, and these securities are purchased by a variety of investors. Structured finance helps to liquefy conventionally illiquid assets, provides diversified financing options for the borrower, enables assets to be moved off the balance sheet, and offers investors a range of investment vehicles. KIAO provides a full range of services to support structured finance requirements, from the development of overall schemes, to the establishment and management of SPCs, and the creation of cash flow simulations..
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 Establishment and Management of SPCs
Structured finance generally involves SPC formation, and KIAO provides a complete range of related services, from establishment through to management and eventual dissolution. Eligible assets are quite diverse, including all types of securities, real estate, equipment and facilities, and even intellectual property.
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・Setup procedures for joint corporations(GK), designated purpose companies (TMK), Ippan Shadan Hojin(SH), and other SPCs
・Dispatch of directors, auditors, officers, trustees and inspectors
・Assistance with tax filings
・Formulation and advice on legally permissible asset liquidity schemes
・Advice on accounting and tax
・Various consulting services leading up to closing
・Trustee appointment
・Anonymous fund(TK) calculations
・Setup of bank accounts and electronic banking, and funds transfer procedures
・Procedures for payment of anonymous fund(TK) dividends, corporate taxes, withholding taxes and resident taxes
・Accounting and financial documentation
・Corporate tax, consumption tax and income tax records and returns
・Property tax documentation
・Secure storage of real estate and other documents
・Cash flow simulations for dividends, consumption tax, depreciation, etc.
・Dissolution and liquidation procedures |
Foreign SPC Establishment and Operational Management Consulting
Depending on their objective, it is not unusual for SPCs to be established overseas. KIAO works with overseas law offices to provide foreign SPC setup and management services.
SPC Assignments to Date (as of the end of March 2013)
LLC (YK) management |
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Approx. 310 entities |
Joint corporation (GK) management |
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120 entities |
DPC (TMK) management |
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50 entities |
Foreign SPC management |
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60 entities |
Ippan Shadan Hojin (SH) management |
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100 entities |
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