Group Tax Policy
The North East Group (“NEFO”) is an international family office founded in 2013 by Winnie Liljeborg, Per Algot Enevoldsen and Christian Algot Enevoldsen (the “Family”).
In its day-to-day operations, NEFO provides a number of services to the Family and three other families, each of them either as former investor or key employee of Pandora (together with the Family, the “Clients”). These include:
- managing the assets of all of its Clients; and
- handling all relevant personal and professional matters for the Family including their philanthropic engagements.
References to “the Clients” in this Tax Policy do not only include the Clients as individuals but also a number of holding companies held by the Clients in various jurisdictions across the globe. Moreover NEFO’s “Clients” include a number of foundations and trusts established by the Family in Denmark, the USA and Singapore.
Since its foundation, NEFO has evolved into a steadily growing international organization, and the scope of activities has expanded to include a subsidiary in Singapore, an asset management company in Denmark licensed by the Danish Financial Supervisory Authority (North-East Family Office Asset Management, “NEFO AM”), and a number of subsidiaries specializing in different fields such as private equity and venture capital investments, each with their own geographical focus and area of expertise. Moreover, NEFO has built a strong relationship with trusted partners in all key markets in which NEFO operates.
NEFO’s activities, including the Family’s philanthropic engagements, are conducted from its headquarters in Denmark and its offices in Singapore. NEFO’s mission is to care for its Clients and preserve their assets within the applicable legal framework.
The management of the Clients’ investment portfolios is mainly carried out by NEFO AM. To a large degree, NEFO AM does not actively manage its Clients’ portfolios. Rather, it delegates (a part of) its portfolio management mandate to third party asset managers that will carry out the active management of the Clients’ portfolios.
Private equity investments in Asia are carried out for a number of Clients through a holding structure set up by NEFO in Singapore, which is managed by a separate management company also established by NEFO. Singapore was chosen because of its strong regulatory environment, central geographical location and status as an economic/financial “hub” in South-East Asia.
Private equity investments in countries outside Asia are managed by NEFO AM in Denmark.
NEFO is currently aiming at providing a global fund management solution to its Clients. NEFO is therefore looking at setting up a Luxembourg umbrella investment fund vehicle (the “Fund”) with separate fund compartments (each a “Sub-Fund”) for the benefit of NEFO and the Clients.
NEFO will not be in charge of managing the Fund as an alternative investment fund manager (an “AIFM”). Rather, NEFO AM will:
- allocate its Clients to the Fund pursuant to the discretionary portfolio management mandate given to NEFO AM by the Clients; and
- provide portfolio management services to the various Sub-Funds by agreement with the third party AIFM managing the Fund.
Certain Sub-Funds will only be investing in private equity and venture capital as well as be making direct investments in operating companies in Denmark and abroad (together “Alternative Investments”).
As the Fund and each Sub-Fund will be tax transparent, each Client will pay taxes in the country of residence and/or the country of investment, i.e. Clients based in Denmark will be taxable in Denmark on any and all return on investments made through the Fund (whether or not the investment/asset is located in Denmark), Clients based in the USA will be taxable in the USA on any and all return on their investments made through the Fund etc.
Once established, the Fund and the various Sub-Funds will form part of “NEFO” and will become subject to this Tax Policy, cf. “Purpose and Scope” below.
Purpose and Scope
Internationally, there has been an increasing focus on responsible tax behavior which has resulted in international regulatory initiatives such as the OECD’s Base Erosion and Profit Shifting (“BEPS”) project and the EU Anti-Tax Avoidance Directive (“ATAD”) and other similar initiatives.
The level of complexity in tax legislation is increasing, and media and NGOs are focusing the public attention on taxes paid. NEFO is committed to being a tax responsible investor, not only complying with local tax rules, but also avoiding tax risks by acting in accordance with international tax rules and standards. This Tax Policy shall apply to all investments made by NEFO and the Clients. Thus, this Tax Policy shall set out general guidelines for the legal and tax due diligence to be carried out in connection with each and every Alternative Investment made by NEFO either directly or on behalf of its Clients.
This Tax Policy shall cover both direct and indirect tax payments, including VAT and other similar taxes.
Being a tax responsible investor entails filing the required tax returns in accordance with applicable law and securing that NEFO, its Clients and its business partners, including fund managers, have sufficient procedures in place to ensure that taxes are paid on the income in accordance with local rules.
In order to be transparent with regard to NEFO’s tax affairs, this Tax Policy has been developed and adopted by the ultimate holding companies of NEFO, North-East Family Office Holding ApS (“NEFO Holding”) and North-East Family Office Holding 2 ApS (“NEFO Holding 2”).
The Tax Policy shall apply to each and all companies controlled by NEFO Holding and NEFO Holding 2.
Each of the companies to which this Tax Policy applies will ensure through legal and tax due diligence that the companies in which they invest will only make investments in accordance with the principles set out in this Tax Policy.
This Tax Policy will be subject to ongoing evaluations and amendments, as required, taking into account the development of the activities undertaken by NEFO as well as changes in international tax rules and practices.
The overall responsibility for the tax affairs of NEFO and its subsidiaries lies with the Executive Boards (in Danish: direktionen) of NEFO Holding and NEFO Holding 2 (as applicable) while the responsibility for implementing and following procedures that are considered appropriate to ensure that the activities of NEFO are in compliance with the Tax Policy lies with the Board of Directors (in Danish: bestyrelsen) and/or the Executive Board of each legal entity within NEFO.
The implementation of this Tax Policy is carried out by finance, legal and investment professionals who will engage reputable tax advisors to provide tax advice and perform tax due diligences with respect to contemplated investments. Such tax due diligences shall include assessment of tax aggressiveness in the light of this Tax Policy and will be followed up with spot checks to ensure that the Tax Policy is complied with throughout the investment period.
Tax Principles and Strategy
While NEFO should seek to achieve the highest possible investment return for its Clients, this should only be achieved in accordance with applicable tax legislation and never by engaging in aggressive tax planning. NEFO acknowledges that tax should be assessed, declared and paid in accordance with applicable tax legislation in every jurisdiction in which NEFO operates and/or invests.
To make sure that the principles of the Tax Policy are adhered to, each entity within NEFO (including the employees of each entity within NEFO) should at all times use its (their) best efforts to meet the following basic principles when structuring its investments and those of it Clients (including investments made in/through the Fund):
- NEFO will not engage in aggressive tax planning and will endeavor to pay its taxes in accordance with the letter and intent of the tax legislation.
- NEFO acknowledges that tax legislation in different jurisdictions may be inconsistent with one another that can be exploited to obtain an unintended tax advantage. NEFO will therefore only engage in investments (including Alternative Investments) structured on the basis of commercial rather than tax considerations.
- NEFO intends to be transparent vis-à-vis tax authorities and will engage in an open dialogue with the authorities, e.g. by requesting binding rulings.
- NEFO will ensure compliance with EU Mandatory Disclosure Requirements.
- NEFO’s transparent approach allows NEFO to use holding vehicles formed for commercial reasons in the investment jurisdiction as well as in other jurisdictions. These holding vehicles will file local tax returns and pay local taxes in accordance with applicable law. NEFO will not establish such holding vehicles with the intention of obtaining unintended benefits under domestic legislation and tax treaties that the Clients would not otherwise be eligible for.
- NEFO will not invest (directly or indirectly) in entities domiciled in jurisdictions listed on the EU’s list of non-cooperative tax jurisdictions at the time of the investment, unless such entities are transparent from the tax perspectives of the jurisdictions of both the investment and the investor(s) and only if such investments are justified for valid business reasons.
- NEFO will not engage in the aggressive use of hybrid entities or hybrid instruments, engage in security lending transactions with the purpose or reducing tax liability or apply leverage in investment structures that does not comply with OECD BEPS or ATAD principles or other similar local interest limitation rules.
- In case of discrepancies between the English and the Danish version of this Tax Policy, the English version shall prevail.
Adopted on behalf of NEFO on 26 October 2020.