The client is the owner of a (then) private e-commerce business in Singapore, which he owned entirely via his Private Investment Company (PIC). Our client wanted to expand the business into new markets, hence the decision was made to list on the Nasdaq.
His PIC held his operating company, which had a pre-IPO valuation at S$200m. He wanted to put aside 25% (S$50m) under the PIC for the benefit of his family.
We created a structure for our client to transfer (by way of a deed of assignment) his private company shares to an insurance company, which in turn became the underlying asset value of the policy.
Our client, as the policyholder, now only owns the policy that contains the underlying asset.
The ‘new’ legal owner of the underlying asset is an insurance company and not our client; therefore, all transactions thereafter were reported on a policy level. Moreover, no transaction details were made public.
Separately, the PIC appointed a professional independent director that gave power of attorney to an authorised person for ongoing management.
Once the policy is issued, the independent director will work with other professionals to raise an IPO and carry out all the related activities.
The ultimate beneficial owner of the listed shares including any increased stock value after IPO will be the insurance company.
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