Understanding Trusts in Próspera ZEDE: Legal Framework and Operations

Legal Framework for Trusts in Próspera ZEDE

Próspera ZEDE's trust law exists within a defined legal hierarchy:

1. ZEDE Organic Law (Decreto No. 120-2013) and relevant Constitutional provisions

2. Próspera Charter

3. Statutes

4. Regulations

5. Ordinances

6. Resolutions

Trust law specifically derives from two primary sources:

• Common-law trusts: Governed by the Restatement of Trusts Third (2003-12), adopted through the Roatan Common Law Code (RCLC) §3405

• Statutory trusts: Governed by the Uniform Statutory Trust Entity Act, adopted through RCLC §3710

If a specific rule is absent, Delaware common law as of November 30, 2018 applies as a gap-filler, per RCLC §5004.

Types of Trusts Available

Common-Law Trusts

These are traditional fiduciary relationships where a trustee holds property for beneficiaries:

• No formal registration required (though writing may be required for certain trusts)

• Suitable for family, charitable, and other traditional trust purposes

• Governed by the Restatement of Trusts Third principles

Statutory Trusts

Business-oriented entity formed by filing with the Próspera Entity Registry:

• Created by filing a certificate of trust

• Can have any lawful purpose except predominantly donative purposes

• Provides liability protection for trustees and beneficial owners

• Offers flexible governance structures

Series Trusts

A specialized form of statutory trust:

• Can establish separate series of assets with liability segregation

• Requires specific provisions in the certificate of trust

• Needs proper recordkeeping to maintain separation of assets

• Combines entity benefits with internal asset partitioning

Key Formation Requirements

Common-Law Trust Formation

• Requires manifestation of intention to create a trust

• Needs identifiable trust property

• Must have definite beneficiaries (or charitable purpose)

• Requires trustee capacity and legal purpose

Statutory Trust Formation

• File certificate of trust with the Próspera Entity Registry containing:

  • Trust name (complying with naming requirements)

  • Principal office address

  • Registered agent information in Próspera ZEDE

  • Series statement if applicable

• Create trust instrument (governing document)

• Pay required filing fees

Governance and Administration

Common-Law Trust Governance

Trustees have fiduciary duties including:

• Duty of loyalty to beneficiaries

• Duty of prudence in administration

• Duty to maintain trust property

• Duty to provide information to beneficiaries

Statutory Trust Governance

• Activities managed by or under authority of trustees

• Trustees act by majority vote

• Governing instrument can create classes of trustees or beneficial owners

• May delegate powers and duties with proper oversight

• Directors' and officers' liability protection available

Compliance Requirements

• Statutory trusts must file annual reports

• Must maintain a registered agent in Próspera ZEDE

• Must update registry information when changes occur

• Must pay applicable fees

• Foreign statutory trusts must register to do business in Próspera

Entity Transactions

The framework allows for:

• Mergers of trusts with other entities

• Interest exchanges

• Conversions between entity types

• Domestications (changing jurisdiction)

Each transaction requires specific filings and approvals.

Foreign Statutory Trusts

Foreign statutory trusts:

• Must register to do business in Próspera ZEDE

• Must maintain a registered agent

• Are subject to annual reporting requirements

• May withdraw registration when no longer doing business in Próspera

Fee Structure

Various fees apply to trust-related filings, including:

• Certificate of trust: $150.00

• Annual reports: $100.00

• Amendments: $50.00

• Registered agent changes: $25.00

Fees may be paid in USD, Lempira, or qualifying cryptocurrencies.

Practical Considerations

• Electronic records and signatures are valid under the Uniform Electronic Transactions Act

• Court procedures follow the principles in ALI & UNIDROIT's Principles of Transnational Civil Procedure

• Arbitration is recognized as a dispute resolution mechanism