How to apply

Download an application form from the CLT Int website at www.clt-stepint.com and post or fax it to
CLTI at the address details given below.
Details of distance learning courses, face‑to‑face tuition and examinations can be obtained from 

CLT International/STEP Registrar
CLT International Ltd
Wrens Court, 52-54 Victoria Road
Sutton Coldfield, Birmingham B72 1SX
UNITED KINGDOM

Tel: +44 (0)121 355 0900
Fax: +44 (0)121 362 7510
Email: cltstep_registrar@centlaw.com
Website: www.clt-stepint.com

Dates

Foundation
Free Information Session: 22 November 2011 (9am - 1pm)
Enrolment Deadline: 25 November 2011
Start Date: 21 May 2012
Examination: 25 May 2012

Programme content

Module 1: Introduction To The Offshore Financial Industry
This module covers:

• Definitions of terms
• Global overview of offshore financial centres
• Reasons for going offshore
• Factors that may influence the choice of jurisdiction
• Introduction to financial services offered offshore
   

By the end of this module, you should

• Have a broad overview of the main features of the offshore financial industry
• Be able to describe some of the services provided offshore
• Be able to use this general knowledge as a foundation upon which to build a more detailed understanding of financial services provided offshore

Module 2: Evolution Of Equity And The Law Of Trusts

This module covers:

• How common law and equitable principles developed
• Common law and civil law (continental) jurisdictions and the distinction between how the two systems of law developed
• The relationship of the parties to a trust
• The general principles applicable to the exercise of a trustee’s decision-making powers
• How trustees should comply with their fiduciary obligations and meet appropriate standards of care

By the end of this module, you should

• Understand the relationship between common law and equity, and be able to distinguish between legal and equitable rights
• Appreciate how the trust concept has been allowed to develop
• Be able to distinguish between common law (trust) and civil law (non-trust) jurisdictions
• Be able to define the relationship between the parties to a trust
• Be able to explain what is meant by a fiduciary relationship
• Know how to comply with a trustee’s fiduciary duties

Module 3: The Fundamentals Of A Valid Trust

This module covers:

•  A consideration of what is required to create a valid trust – ‘the three certainties’
• An explanation as to how a trust must be properly constituted and a description of the formal requirements to transfer the property into a trust
• An introduction as to how trusts are liable to be set aside if created as a sham
• The settlor’s personal and proprietary capacity to create a trust
• The common law rules against perpetuities and how the common law rules have been modified by statutory offshore provision

By the end of this module, you should

• Know how to create a valid trust by applying the three certainties
• Understand how to transfer trust assets to trustees properly
• Know how to ensure that the trust is established with essential certainty and that it is not liable to be set aside as a formal sham
• Be able to ensure that the settlor has capacity to create the trust under its governing law
• Be familiar with the general concept of perpetuities

Module 4: Types Of Trust

This module covers:

• An examination of the basic anatomy of a typical trust instrument
  - a detailed review of certain types of express trusts
  - life interest trusts
  - contingent gifts
  - discretionary trusts
  - protective trusts
• The effect of a letter of wishes
• The role of the protector

By the end of this module, you should

• Be able to navigate your way around a standard trust instrument
• Understand, and be able to explain to a third party, the features of fixed interest trusts such as:
  - a life interest trust
  - a contingent interest trust
  - discretionary trusts
  - protective trusts

Module 5: Modern Uses Of Offshore Trusts

This module covers an exploration of the main advantages of offshore trusts, namely in the fields of

• Tax planning
• Risk management and asset protection
• Estate planning

By the end of this module, you should

• Understand how tax is levied on individuals and companies that are domiciled or deemed resident for tax purposes in an onshore jurisdiction
• Be able to explain how income and capital taxes are levied upon trusts, and how tax advantages accrue to trusts whose trustees reside and carry business offshore
• Appreciate how, and in what circumstances, a trust structure can offer protection to assets against
  - claims made by creditors of a beneficiary
  - claims made by creditors of the settlor
• Understand how an inter vivos trust can be used to plan who gets what upon an individual’s death
• Appreciate that certain countries and states impose ‘forced heirship rules’, and you should start to understand how this could affect a trust created by a person resident in such a state

Module 6: Basic Trust Administration

This module covers:

• The information that a service provider should request from a prospective trust client
• A description of the files that trust companies usually maintain
• The need for a trust to be administered with integrity to avoid it being set aside as an administrative (or substantive) sham
• A review of the decision-making process of trustees, in particular the exercise of their
  - powers of investment
  - dispositive powers
• How trustees of a discretionary trust should make and record their decisions

By the end of the module, you should

• Know how to comply with ‘know your client’ due diligence obligations
  - upon accepting new trust business
  - upon taking on existing business
  - throughout the business relationship
• Appreciate the need for, and be able to create and maintain, trust files to record and retain information in a logical, clear and efficient manner
• Understand how a trust may become at risk of being set aside as a sham and be able to avoid
  that situation occurring
• Be able to act properly, and comply with, a trustee’s fiduciary duties in the light of a letter of wishes generally and when such letter
  - is inconsistent with the trust instrument
  - and/or is unreasonable
• Be able to act properly, and comply with, a trustee’s fiduciary duties in the light of the trust instrument appointing a protector, both generally and when the protector withholds their consent to a proposed course of action
• Know what is expected of a trustee when exercising their powers and what is involved in the decision-making process, particularly in relation
  - to investment decisions and reviews
  - to distributions of trust income and/or capital

Module 7: The Role And Status Of The Offshore Asset Holding Company

This module covers:

• An introduction to the concept of the privately owned limited liability company
• An exploration of the features of a private limited company
• How incorporation of a company in an offshore jurisdiction may carry certain advantages to a private client
• The formation, constitution and dissolution of a company

By the end of this module, you should

•  Understand the features of a limited liability company and be able to put the limited company in context by comparing it with other business media
•  Appreciate how and why ownership of a company is distinct from its control
•  Be able to describe the advantages of offshore incorporation and management in terms of
  - tax avoidance
  - confidentiality
  - regulation
  - asset protection
•  Know how to incorporate a company
•  Be able to advise upon funding or capitalising a company
•  Be able to find your way around the constitution of a company and know how to determine any particular point concerning internal procedures
•  Know how and in what circumstances a company may be dissolved

Module 8: Company Shareholders Directors And Other Officers

This module covers:

• How the theories and principles that have governed the development of traditional company structures onshore have been exported to offshore financial centres, and there modified
• The separation of power between shareholders and directors
• A working knowledge of
  - the rights and powers of shareholders
  - the powers and duties of directors
• Some of the administration issues that may confront an offshore corporate administrator in practice

By the end of the module, you should

• Understand how and why basic company law principles developed in the onshore developed economies, particularly
  - the separation of power between shareholder and director
  - the capital maintenance doctrine
• Appreciate the features and rights of shareholders, including
  - how they join the company
  - different types of shareholdings
  - the broad rights of shareholders
  - how they exercise their voting rights
• Appreciate the rights and duties of directors, including
  - how they are appointed, and how they may be removed of their powers
  - their duties to the company

Module 9: Offshore Corporate Services

This module covers:

• A review of some of the services offered by corporate service providers in offshore financial centres
• An explanation of some of the features of company management and practical issues faced by corporate service providers in the offshore environment
• The risks involved in providing directors for offshore companies, and some suggested solutions
• Company management agreements

By the end of this module, you should

•  Be able to give an overview of the corporate services offered in offshore financial centres, including
  - incorporation and registration
  - provision of registered office and registered agent
  - maintenance of corporate records and provision of company secretary
  - provision of nominee shareholders
  - provision of nominee directors
• Appreciate why it is important to ‘know your client’ in order to avoid constructive trustee liability and possible criminal liability as in Agip (Africa) Ltd v Jackson (1992)
• Understand the role of a nominee shareholder, their duties as (generally) a mere agent of the beneficial owner, as governed by the same terms of the nominee declaration 
• Understand the role of a nominee director and recognise that the nomenclature is misleading insofar as a nominee director owes the same duties to the company as an executive director
• Be aware of the risks involved in providing nominee directors, and recognise the problems that can be created by excessive beneficial owner control and appreciate the ways in which to handle the problem and reduce risk
• Be familiar with a standard company management agreement