The situation
The client is a German businessman who operates a successful digital service business with customers in various countries.
With the growth of the business, the same operating entity was involved in the dealings with clients, suppliers and owning certain intellectual property such as software rights, trademarks and other business assets.
The client required more clarity in the structure that would enable the business to:
- segregate some of the IP assets from the business operations;
- separate asset ownership from business operations dealing with the clients;
- keep better records regarding ownership and licensing;
- help in restructuring in the future if required; and
- deconcentrate the business assets to some extent.
What we set up
Upon analysis of the current organizational setup and IP ownership, OCC helped establish a Belize holding company which would act as the sole legal owner of the relevant IP assets.
Belize holding company
The Belize company has been set up to own some selected IP assets as well as some other relevant business assets. This provided the difference between IP ownership and operations, which were being conducted by the client's existing company.
IP ownership documentation
OCC helped draft the documentation and corporate documents that were required for the new ownership structure and IP assets documentation. Client was able to document all the important IP assets documents with one entity instead of documenting those separately in different operational files.
Operations vs. holding structure
The existing operating company would continue to deal with customers and commercial contracts and operate its business as usual, whereas the Belize company would own some of the selected IP assets. If necessary, the relationship between the two could be properly documented through relevant commercial agreement depending on the operating model of the client.
The new ownership structure was developed in only 19 days.
The result
By implementing the holding company in Belize, there was better clarity on the ownership of IP and its separate operation from other operations.
The restructuring also allowed for better determination on which entity owns important assets and which is doing the commercial activity.
As a result of the restructure, the client:
- moved four important IP assets to the newly created holding structure;
- kept customer agreements and commercial activity under the existing operating company;
- kept track of ownership of the important IP assets;
- put in place more documentation with respect to holding company and operating company; and
- implemented a structure which could allow for future licensing or restructuring.
Year-1 setup and service cost: US$2,699
“We needed something more clear in terms of the separation of our assets from the organization that was going to be running the day-to-day business. OCC assisted us in setting up a structure for our assets.”
Digital Services Company, Germany
