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Employee benefit and pre-IPO trusts
A trust that holds shares for an employee share scheme or for founders before and after a listing.
Open Employee benefit and pre-IPO trustsEscrow
Escrow services in Hong Kong: a neutral holder until conditions are met
Our escrow services in Hong Kong start from a signed agreement that sets the conditions. We hold the funds in a segregated client account and the shares or documents in our document vault until those conditions are met, and we release only as the agreement says.
Who it is for
When parties use a neutral holder for a deal
- Buyers and sellers in a merger, acquisition or share sale who need a neutral holder for the price or a retention
- Parties to a property transaction across borders
- Project sponsors and lenders in infrastructure deals with staged payments
- Law firms that prefer an independent agent to holding client money themselves
| Role | What it does |
|---|---|
| Settlor | Sets up the structure and transfers assets into it |
| Trustee | Holds the assets and manages them under the trust deed |
| Adviser | Gives investment directions that the trustee follows |
| Bank | Holds the account and acts on the trustee's instructions |
How it works
How our escrow works, from agreement to release
Agree the terms
The parties and their lawyers set the conditions, the release mechanics and the dispute route in a written agreement. We review it as the agent.
Onboard every party
We identify each party, its controlling persons and the source of the funds.
Receive the funds and documents
Funds go into the client account; shares and documents go into our document vault.
Confirm the conditions
We check the evidence the agreement requires, such as a completion certificate or a joint instruction.
Release
We release to the party the agreement names, and report the closing to all parties.
In detail
Where the money and documents are held
For an escrow account, funds sit in a segregated client account with a bank, in the currency the agreement names.
Share certificates, title documents and signed instruments stay in our document vault until completion.
Our role
What we do, and what we do not do
We do not give legal, tax or investment advice. Your own advisers do that; we hold and release under the agreement.
What we do
- Act as escrow agent in Hong Kong, stakeholder or fiduciary holder under a written agreement
- Hold funds in the client account
- Hold share certificates, title documents and signed instruments pending completion
- Verify the conditions and release as the agreement provides
- Keep a full record and report to every party
- Act as paying agent for staged or deferred payments
What we do not do
- Decide the commercial terms or resolve disputes. The agreement and, if needed, the courts or arbitrators do.
- Invest the funds we hold or seek a return on them. They stay in the client account.
- Release early on one party’s request where the agreement needs joint instruction.
- Accept funds whose source we cannot verify.
Documents and timeline
Documents and timeline
- Signed agreement and the underlying sale, loan or project agreement
- Identity and address for each party, its directors and controlling persons
- Source of funds evidence for the amount placed with us
- Bank details for each potential recipient and the authorised signatory lists
- The release conditions and the form of evidence each one needs
We can open the holding once every party is onboarded and the agreement is signed.
We release after the conditions in the agreement are confirmed, and we report the closing to all parties.
FAQ
Questions clients ask before a deal closes
What is an escrow account?
An account in which a neutral agent holds money for two or more parties until the conditions of their agreement are met. The agent follows the agreement, not the wishes of one side. Who receives any interest, and who bears the bank charges, is set by the agreement and the bank’s terms, so ask about both before you sign.
Who can instruct a release?
Only the persons, and in the form, that the agreement names. That is often a joint instruction from buyer and seller, or a certificate from an agreed third party such as a lawyer or an expert. We check the evidence against the agreement before any payment leaves the account.
What does an agent charge?
The charge for fiduciary services depends on the size and length of the arrangement, the number of parties and the work in the release. Send us the draft agreement and we quote once we have reviewed it. The quote lists each component, so each party can see what it pays for before the agreement is signed.
Can this be used for a property or company sale?
Yes. A property sale often turns on the title deeds and a completion certificate from the lawyers; a share sale on signed share transfer forms and share certificates. We hold those documents with the price and release them on the evidence the agreement names. The agreement lists each document and who certifies it.
Is it available in currencies other than HKD?
Yes, subject to the bank’s account offering for that currency and the bank’s own onboarding. Tell us the currencies at the start, so that the account can be opened before the signing. Currency exchange is not part of what we do unless the agreement says so.
Where we work
Related jurisdictions
Singapore
Asia Pacific. We work alongside a local partner who takes a defined role in the trust.
See SingaporeSwitzerland
Europe. We work alongside a local partner who takes a defined role in the trust.
See SwitzerlandBVI
Americas and Caribbean. We work alongside a local partner who takes a defined role in the trust.
See BVISet up fiduciary services and a neutral holding for your deal
Send us the term sheet or the draft agreement. We confirm what we need to hold and release.