Information on Trusts and the like

This is interesting:

http://www.lawyers-abogados.net/en/Services/hybrid-guaranty-companies.htm

"However, if liquidated, it is possible that all assets pass to the Guarantor. Thus control of the Company legally rests with the Shareholders, but all benefits flow to the Guarantors. The shares are then issued to professional managers or nominees, who act rather like ‘quasi-trustees’ – having legal ownership of the Company and its assets but unable to receive financial benefit from holding the shares. All of the financial benefits flow to the Guarantors, placing them in a position rather like the beneficiaries of a typical trust."

"A Guarantor is elected into membership of the company by the directors on condition that the member undertakes to contribute a fixed sum to the debts of the company up to a certain specified maximum amount - this may be established a US$500.00 or less - in the event of the company's insolvent liquidation. In contract with the shareholders of the company, the Guarantor holds a contingent liability - an obligation. The rights and obligations of each class of membership (shareholders and guarantee members) may be laid down in the Articles of Association of the company. "

The articles of association of a hybrid can provide for the appointment of a Protector (in the same manner as trusts) where the Protector
supervises the directors and whose authority is required, inter alia, to elect members and to dispose of assets.

"The first class will be the registered members (or shareholders) who will be the controlling members

The second class will be the beneficial members whose identities are not in the public domain and who are the only persons entitled to share in the profits of the company although distributions from the company can only be authorised by the directors"

It seems that there are shareholder members and benificiary members. Shares are assets is this why Mirasol has been sequestered
however....

"The Guarantee Memberships would be issued on terms that they carry no rights to vote but all the rights to participate in the income and capital of the company. Thus all control rests with the shareholders but all benefits flow to the Guarantee Members. The shares can be issued to professional managers, who therefore act as quasi trustees, but unlike normal shareholders they cannot receive financial benefit from holding the shares. All financial benefits flow to the Guarantee Members who are therefore in a position not unlike the beneficiaries of a classical trust structure."

We really need to find out the legal relationship of Mirasol and how exactly it was setup and what the Articles of Association say. Who's going to give us that info?

you are right, we need to ask to Mirasol the article of assiociation (should have in the first place)
I'll send an email to Sarah let's see how it goes

I've received an automatic answer from Sarah saying
Thank you for your email. I currently have no further information on this matter though will be responding to your email as soon as I can.
Did anyone received a copy of the article of association?