Your data... simplified. Why are the world s largest companies choosing GEMS for their global subsidiary management?

Transcription

1 Your data... simplified. Why are the world s largest companies choosing GEMS for their global subsidiary management?

2 GEMS is the world s leading entity management solution for companies with a global presence. Global Entity Management System (GEMS) GEMS CREATES A FRAMEWORK WHICH: Provides your organization with greater corporate transparency Aids in the enforcement of corporate governance procedures Can improve business performance GEMS can transform the way your corporate secretary, legal, tax, finance and other departments work together. Entity Management Effectively manage an entity lifecycle from creation to dissolution and every step in between. Why are the world s leading companies choosing GEMS? Greater global oversight with the GEMS governance framework Customizable homepages & entity snapshots with GEMS personalized user interface One-click entity org charts & powerful GEMS data extracting and reporting tools Enterprise governance solution that adapts to your company s needs Computershare s corporate strength, product development and client support The Leading Choice GEMS is the world s subsidiary management solution of choice: 33% of the Fortune % of the companies in the FTSE 100 Used in the administration, governance & compliance of over 250,000 legal entities across more than 160 jurisdictions 02 GEMS Global Entity Management System

3 The GEMS Governance Framework 1 Complying with regulations in each country and jurisdiction where your organization has entities can be daunting. GEMS eases the pain of compliance and creates greater oversight and response into your global organization with the GEMS Governance Framework. GOVERNMENT FORMS, ELECTRONIC FILINGS & EVENT DRIVEN OUTPUT Quickly create forms with your existing data, and even electronically file directly to government bodies including Companies House in the UK, ASIC in Australia and the Secretary of State in Delaware. Compliance Dashboard & Reporting Built-in jurisdictional restrictions, by-law compliance, filings and other key compliance components are managed and viewed through a simple dashboard. Understand the issues at a glance and respond accordingly. WORKFLOW & APPROVAL PROCESS Local GEMS administrators can add or edit regional data subject to an automated review and approval process before it becomes part of your entity records. ENTITY VERIFICATION Ensure that your entity information has been audited and confirmed through our automated Verification Process. Schedule audits as needed and view your Verification Dashboard to track when entities were last monitored for accuracy and compliance. ENTITY VIEWS BY REGION Critical information varies from jurisdiction to jurisdiction, and even by entity type. Whether international date formatting, local officer titles, or entity types (e.g. PLC, GmbH, SA), local terminology is reflected in the GEMS application. Save Companies Registry 公 司 註 冊 處 Annual Return of a Non-Hong Kong Company 非 香 港 公 司 周 年 申 報 表 (Companies Ordinance s. 334(1) (4)) ( 公 司 條 例 第 334(1) (4) 條 ) Important Notes 重 要 事 項 Please read the accompanying notes before completing this form. Please print in black ink. 填 表 前 請 參 閱 填 表 須 知 請 用 黑 色 墨 水 列 印 (Note 註 8) 1 Company Name 公 司 名 稱 Form 表 格 N3 Company Number 公 司 編 號 F 2 Date of this Return 本 申 報 表 日 期 The Most Recent Anniversary of the Date of Registration under Section 333 of the Companies Ordinance 根 據 公 司 條 例 第 333 條 註 冊 為 非 香 港 公 司 的 最 近 周 年 日 期 DD 日 MM 月 YYYY 年 3 Date of Registration under Section 333 of the Companies Ordinance 根 據 公 司 條 例 第 333 條 註 冊 的 日 期 DD 日 MM 月 YYYY 年 4 Place of Incorporation 成 立 為 法 團 所 在 的 地 方 5 Principal Place of Business in Hong Kong 在 香 港 的 主 要 營 業 地 點 (a) Address of the Principal Place of Business in Hong Kong 在 香 港 的 主 要 營 業 地 點 的 地 址 GEMS Operates in Multiple Languages (ʻCare of ʼ addresses and post office box numbers are not acceptable 轉 交 地 址 及 郵 政 信 箱 號 碼 恕 不 接 受 ) (Note 註 9) (b) Address 電 郵 地 址 The GEMS application offers multiple languages for your international users. (Note 註 3) Presentorʼs Reference 提 交 人 的 資 料 For Official Use 請 勿 填 寫 本 欄 Name 姓 名 : Address 地 址 : Your Forms GEMS includes a library of forms and reports by jurisdiction, and can even initiate forms based on actions you take in the application (e.g. appoint a director to a UK company and GEMS automatically generates Form AP01). Tel 電 話 : Fax 傳 真 : Address 電 郵 地 址 : Reference 檔 號 : Specification No. 2/2008 (Revision) (July 2008) 指 明 編 號 2/2008 ( 修 訂 ) (2008 年 7 月 ) Your data...simplified. 03

4 GEMS Personalized User Interface 2 HOMEPAGES GEMS puts all the information you need right at your fingertips. With just a single click from the homepage, you can access any data needed including companies, documents and reporting. Users can configure each page in GEMS to display data appropriate to their needs, role and even location. Having a personalized or departmental home page provides a consistent user experience across your organization. Whether your users are from legal, tax, treasury or even based in another country, their personalized home page displays only what you need them to see, using security measures to ensure they view only information they have access to. Your Homepages Custom screens and data fields allow for the easy configuration of GEMS to match your specific company requirements. This makes GEMS the most user-friendly, customized and secure entity management application on the market today. With the highest level of personalization on the market, GEMS is the software solution your entire organization will find easy to use. Easily Create Your Own Views User-friendly personalized views in GEMS offer one-click access to company information, documents, tasks, filings and more. 04 GEMS Global Entity Management System

5 Entity Snapshots In GEMS, users can control what information is displayed for specific entity types, by jurisdiction or by user role. This flexibility allows for entity appropriate views, as well as specific information that may be unique to your organization without incurring extra development cost or chargeable libraries of data. You control what information is displayed. Easily Sort Your Data You can configure entities to display all relevant information; corporations, LLC s, S.A., SARL, GmbH, Plc s, Ltd s, etc., are displayed accordingly to the region. Your Snapshot Reports Export entity snapshots to PDF or the reports directly outside of GEMS. Your data...simplified. 05

6 Ease & Strength: GEMS Data Extracting and Reporting 3 With the GEMS Global Entity Management System solution, org charts are just one click away. ORGANIZATIONAL CHARTS Yours is a company with an organizational structure of partnerships, LLCs, GmbHs, Ltds and other international entities. Sub-chart 1 Advanced organizational charts help you keep track of all your entities so you can quickly generate consolidated, global legal and tax structure charts. Sub-chart 1 The ability to visualize group hierarchical structure provides perhaps the single most visible act of improving transparency within an organization that a legal entity manager can produce. Factor in the ability to produce that group tree at any point in time, in its entirety or just a select subsection, with a myriad of colours and shapes to differentiate divisions or entity types or jurisdictions...and GEMS is a very powerful tool indeed. Your Org Charts Easily create complex, multi-ownership organizational charts showing parent/subsidiary relationships and a snapshot of the organization from any point-in-time Export your chart to Word, PDF books, HTML, PowerPoint, Visio and OrgPlus CGS Co Oper Partne CGS C Op Par CGS Fran Société à respo CGS Fr Société Oper à resp Op Partne Par Parent %: CGS China, Ltd. Limited Group % Held: Parent %: CGS Thailand, Ltd. Limited Limited Liability Group % Held: Parent %: Parent %: CGS UK, PLC Private Limited Company Parent %: Group % Held: Parent %: CGS Argentina, S.R.L. Sociedad de Responsabilidad Limitada Private company limited by guarantee with a share capital Parent %: CGS China, Ltd. Limited CGS Thailand, Ltd. Limited Limited Liability Group % Held: Parent %: CGS Thailand, Ltd. Limited Parent %: Limited Liability Group % Held: CGS UK, PLC Private Limited Company CGS Argentina, S.R.L. Sociedad de Responsabilidad Limitada Private company limited by guarantee with a share capital Parent %: CGS Espana, SA Sociedad Anónima with a share capital Private company limited by guarantee with a share Parent capital %: CGS Thailand, Ltd. Limited Limited Liability Group % Held: Parent %: CGS Espana, SA Sociedad Anónima Private company limited by guarantee Parent CGS Peru S.A. Sociedad Anónima Private company limited by shares Group % Held: 89.5 Grou Pare CGS Peru S.A. Sociedad Anónima Private company limited by shares Group % Held: 89.5 Gr ALL Legal Entities are 100% owned by both the Group and Direct Parent unless otherwise sta Legend EMEA Companies EMEA Dormant Companies Asia Pacific Companies Asia Pacific Dormant Companies 06 GEMS Global Entity Management System

7 mpany ating rship TM & IP Management Keep track of trademarks, intellectual property, logos, URLs and more by individual entity or across multiple entities these can all be displayed on your org chart. Create indexed charts in PDF format, with sub-charts for easy distribution to your organization Display your global entities visually by location/region, entity type, business unit or any other criteria required by your business Click on any entity for an expanded view. ompany erating tnership ce, SàRL nsabilité limitée ance, SàRL ating onsabilité limitée erating rship tnership nt %: Parent %: Parent CGS %: Argentina, S.R.L. Sociedad de Responsabilidad Limitada Private company limited by guarantee with a share capital CGS US, Inc. Corporation CGS Argentina, S.R.L. Sociedad de Responsabilidad Limitada Private company limited by guarantee with a share capital CGS China, Ltd. Limited oup % Held: Parent %: CGS US, LLC Limited Liability Corporation CGS Canada Inc. Corporation Group % Held: 99.03% CGS India, Parent Pvt. Ltd. %: Private Limited Company CGS Nepal, PLC Private Limited Company Dormant CGS US, LLC Limited Liability Corporation Group % Held: 99.03% CGS India, Pvt. Ltd. Private Limited Company %: Parent %: CGS US, Inc. Corporation CGS China, Ltd. Limited p % Held: CGS Nepal, PLC Private Limited Company Dormant Parent %: CGS US, Inc. Corporation ted North American Companies North American Dormant Companies South American Companies South American Dormant Companies Your data...simplified. 07

8 Data Extraction and Integration The power of any system software is in two things: the quality of the data and the way it interacts with your organization. Utilising data extraction and integration with GEMS allows you to fully function within your organization without creating extra work. Information can be from a financial system on the tax position of an entity or from a human resources system adding a person as an employee to an entity. Your Deadlines Avoid fines and penalties associated with compliance deadlines through GEMS triggers, notification s and exceptions based reminders. WHO NEEDS CURRENT INFORMATION WITHIN A COMPANY? Banking Department Legal Department Auditors Compliance Management GEMS Global Entity Management System Trademarks Department Your Data GEMS can transform the way your corporate secretary, legal, tax, finance and other departments work together. Entity Management Investor Relations Finance Department Tax Department 08 GEMS Global Entity Management System

9 Searches and Reports GEMS offers the most flexible, customized reporting on the market today with three options depending on the specific needs of your organization: Ad hoc Reporting: 1 GEMS provides powerful ad hoc searching based on ANY data attributes in the system, including custom fields added. Once you define the search criteria (entity type, status, country, custom field, etc.), you can even add the columns of information relevant to this search criteria (banks, officers, addresses, etc.). These searches can be saved for future use, made private, and/or exported to Excel. Standard Reporting: 2 GEMS contains over 400 standard reports. You can control which information should be displayed in various reports, as well as how the report will be sorted (alphabetically by entity name, jurisdiction, etc.) and how it will be exported (PDF, Word, Excel, HTML, etc.). Advanced Reporting: 3 With advanced reporting, users can design custom reports using any data fields in the application, which can be displayed as desired using a drag and drop interface identical to Excel. Without the need for programming knowledge, you can quickly and easily report on your data in the format you want. All reports can be exported to PDF, Word, Excel and HTML. Your Reports GEMS intuitive interface allows users to change fonts, change report ordering, wrap text, concatenate information, suppress duplicate information, create sums, add images and much more. Quick and easy ad hoc reporting on standard or custom fields, with exporting to Word, Excel, PDF and HTML Hundreds of step-by-step reporting tools, run from any point in time Easily create your own reports using drag and drop Your data...simplified. 09

10 Enterprise Governance 4 Solution Having a true entity management system is fundamental to a long term solution that will grow and evolve with your organization. It is often in the second phase of a GEMS implementation that your contracts are tracked and entered into GEMS, allowing for a greater entity overview. (GEMS will not only store contracts as documents but also has a full contract manager assembly module that ties into the calendar for reminders and renewals.) GEMS is continually updated with no additional development costs to you or chargeable libraries of data. It is at the core of our product development strategy that our clients have access to and can take advantage of all the modules and functionality in GEMS without incurring any extra costs; and that we work with our clients to build solutions that continue to meet their needs. For example, the GEMS IP/Trademark Manager and the Foreign Accounting Tax Compliance Act (FATCA) Compliance Manager are modules that were developed in collaboration with some of our clients, and which are now available to all users of GEMS. Your Entity Management Solution GEMS is an inclusive package, with clear pricing, so you receive all its features without additional fees, like the costly development of data libraries or extra modules. The FATCA Compliance Dashboard provides a graphical view of the compliance levels of all your entities participating in FATCA. 10 GEMS Global Entity Management System

11 Company Strength, Product 5 Development & Support As part of the Computershare group of companies, Computershare Governance Services offers unparalleled financial investment to effect the continuous development of GEMS, including client and user engagement programs that allow us to keep up with the changing needs of your organization. COMPANY STRENGTH Computershare is a publicly traded company with over $2 billion in annual revenues 100+ offices in 23 countries, offering support where your users are located Computershare-owned hosting facilities with industry leading security controls CLIENT ENGAGEMENT & THOUGHT LEADERSHIP Annual client conferences in North America, Europe and Australia Regional user group meetings in North America and Europe Industry vertical forums (e.g. finance, insurance) Thought leadership industry webinars USER SUPPORT Client concierge services Certification programs for Basic and Advanced users Supplementary training courses LinkedIn discussion groups PRODUCT DEVELOPMENT & SUPPORT Client Advisory Boards in North America and in EMEA Two major product releases each year 24/7 global support, with GEMS dedicated support centers in 5 countries and 3 continents 23 Countries around the world 100+ Offices 14,000 Employees 16,000 Clients Your data...simplified. 11

12 Learn more about GEMS and find out why the world s largest companies are choosing Computershare Governance Services for their subsidiary management solution at Americas [email protected] New York, NY San Francisco, CA Shelton, CT Toronto, Canada EMEA [email protected] London, UK Monaghan, Ireland Munich, Germany Asia Pacific +61 (0) [email protected] Melbourne, AU Sydney, AU Get Join our LinkedIn client discussion groups View global entity management Youtube.com/Computershare About Computershare Governance Services Computershare Governance Services (CGS) is the leading global supplier of web based entity management, board portal and subsidiary governance solutions. Clients use our software to assist them with the administration, governance and compliance of over 250,000 legal entities across more than 160 jurisdictions. Leading companies from all market segments look to our team of governance specialists for proactive ways to stay compliant and minimize risk in an ever increasing regulatory environment. CGS is part of Computershare (ASX:CPU), a global market leader in transfer agency and share registration, employee equity plans, proxy solicitation and stakeholder communications. We also specialize in corporate trust, mortgage, bankruptcy, class action, utility and tax voucher administration, and a range of other diversified financial and governance services. Founded in 1978, Computershare is renowned for its expertise in high integrity data management, high volume transaction processing and reconciliations, payments and stakeholder engagement. Many of the world s leading organizations use us to streamline and maximize the value of relationships with their investors, employees, creditors and customers. Computershare is represented in all major financial markets and has over 14,000 employees worldwide. For more information, visit Copyright 2013 Computershare Limited. All rights reserved.