ICG Independent Director FAQ’s

ICG Independent Director FAQ’s
Is ICG independent?

ICG is 100% privately owned and as such is entirely independent from investment managers, fund administrators, legal counsel, prime brokers, auditors and bankers to funds. This is critical in avoiding potential conflicts of interest and enabling ICG directors to provide effective corporate governance and act in the best interests of the Fund.

What is your approach to the provision of director services?

ICG offers a responsive and robust service consistent with established best practice in the offshore jurisdictions in which it operates. All Directors act in a non-executive capacity. ICG seeks to ensure the appointed directors are available to discuss issues as they arise and to provide an equally qualified alternate director on the few occasions when this is not possible.

Directors are dedicated to the implementation of best practice in the provision of their services and the fulfilment of their statutory, regulatory and common law duties. Directors aim to ensure appropriate oversight in relation to the activities of the funds for whom they act and the contracted service providers. To achieve this, directors seek to receive regular reports from investment managers and other service providers together with the holding of regular board meetings.

In fulfilling their fiduciary responsibilities, the directors will refer to the fund’s constitutional and offering documents. The directors provide funds with an expeditious service to assist in the funds’ efficient operation.

Is there a limit on the number of fund boards a director can sit on?

ICG will restrict the number of funds an individual director sits on, to ensure directors can fulfil their fiduciary obligations in a robust and efficient manner. No specific number is set since director capacity is a function of many factors, such as the number of funds within a single client group, the complexity of fund structures, the level of transactional activity and the nature of the underlying investments. ICG monitors director capacity on a forward looking basis and manages resourcing on a pro-active basis.

How are the directors remunerated?

Typically, ICG charges an annual fee which covers all anticipated work. Work on any exceptional or additional issues which may arise from time to time will be charged on a time spent basis. A one-off initial set up fee may also be charged.

How frequently do you review the investment policy and risk control framework of a fund? Do you hold periodic board meetings with funds?

ICG’s policy is to seek to have regular board meetings to review the key business areas and service providers including investment performance, administration, compliance and risk. In addition, directors will review investor reports as they are produced.

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