Mazanti Pulse
Delivering news, insights and free legal documents to players in the Danish venture capital and private equity industry.
COVID-19: Special Valuation Guidance for Estimating Fair Value is Published
To help fund managers address the consequences of the COVID-19 pandemic in portfolio company valuations, the International Private Equity & Venture Capital Valuation Guidelines Board has published special valuation guidance for estimating fair value
ValuationSustainability Related Disclosure Requirements in the Financial Service Sector
The European Parliament and the Council have adopted a new regulation as a part of the European Commission’s action plan on sustainable finance and marks an important step in the Commission’s action plan.
SustainabilityMazanti Pulse
Delivering news, insights and free legal documents to players in the Danish venture capital and private equity industry.
The Danish FSA (Finanstilsynet) Strengthens Supervision within Anti-money Laundering and Counter Terrorist Financing
The Danish FSA has announced that they are strengthening their supervisory activities within anti-money laundering and counter terrorist financing by implementing a number of new measures.
KYC / AMLAmendments to the Danish Tax Assessment Act and the Danish Act on Taxation of Capital Gains on Shares are Adopted
The amendment act entered into force on 1 January 2020. According to the amendment act, carried interest is taxable as personal income not only where the carried interest originates from returns on shares but also where the carried interest originates from other sources of income.
Management RemunerationGuidance Signal Excluding Certain Alternative Investment Funds from VAT Exemption on Management Fees is Adopted by the Danish Tax Agency
On 7 November 2019 the Danish Tax Agency presented its guidance signal concerning the rules on VAT exemption for management fees for management of investment undertakings.
Danish RegulationManagement RemunerationProposal to Transpose DAC6 into Danish Law Presented in the Danish Parliament
On 6 November 2019 the Danish government presented its proposal to transpose the EU directive regarding mandatory reporting in relation to arrangements with cross-border implications (“DAC6”) into Danish law.
ComplianceDAC6Disclosure RequirementsESA issues Joint Supervisory Statement on the Application of Scope of the PRIIPs Regulation to Bonds
The statement seeks to mitigate the risk of divergent application, by national competent authorities, for determining the type of bonds for which it is necessary to draw up a Key Information Document (KID).
Disclosure RequirementsESMAKID / PRIIPSCross-Border Contributions
EU Parliament Approves Final Compromise to Amend AIFMD
Highlights include a definition of pre-marketing, rules on de-notification in countries with no investor interests and rules on facilities made available to retail investors.
AIFMDCross-BorderMarketingPre-MarketingRetail InvestorsCross-Border Distribution of Collective Investments Undertakings
On 16 April 2019, the European Parliament adopted the European Commission's initiatives to improve the efficiency of cross-border distribution of Alternative Investment Funds (AIFs) and EuVECA funds by increasing transparency and harmonising diverging national rules.
AIFMDCross-BorderMarketingPre-MarketingRetail InvestorsVenture CapitalEU Parliament Approves Final Compromise on Proposed Regulation on Cross-Border Distribution of AIFs
The new regulation establishes uniform rules on i.a. fees and charges, and it amends the EuVECA regulation to include a pre-marketing definition.
Cross-BorderMarketingPre-MarketingDocument Generator
1. Articles of Association
The rules for the company defining i.a. the responsibilities of the management, the kind of business to be undertaken, and how the shareholders exert control over the company. The articles of association may be altered during the lifetime of the company by the general meeting.
2. Memorandum of Association
The resolution made by the founders to form the company. The memorandum is not altered during the lifetime of the company.
3. Rules of Procedure of the Board of Directors
The internal regulations of the company's board of directors in conducting its business.
4. Shareholders’ Register
The company’s register of its shareholders and the allocation of the share capital and votes between them.
1. Term Sheet
A (non-binding) commercially negotiated agreement setting forth the basic terms and conditions under which an investment will be made. It serves as a template to develop more detailed legally binding documents.
2. Investment Agreement (coming soon)
An agreement establishing the terms of an investment specifying such things as the amount of the investment and the rights and obligations of the investor, the founders and the target company.
3. Minutes of General Meeting (coming soon)
Minutes of the shareholders' meeting enacting the new articles of association and the new members of the board of directors elected by the shareholders.
4. Shareholders’ Agreement (coming soon)
An agreement amongst the shareholders of the company setting forth how the company should be operated and regulates shareholders' rights and obligations.
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