Protected Cell Companies

A protected cell company (PCC) is a single legal entity with a core and multiple separate cells, where each cell’s assets and liabilities are legally separated from those of other cells and the core. This provides bankruptcy-remote protection, making it a cost effective risk management tool, especially for smaller entities that can’t afford their own captive insurance companies.

The Protected Cell Companies Act 2001

Gibraltar is a leading jurisdiction in the area of Protected Cell Companies (PCCs), having been the first EU member state to introduce relevant legislation with the enactment of the Protected Cell Companies Act 2001.

The Act allows for the formation of a protected cell company, a special type of limited liability company, whereby individual cells are used as containers for particular assets. In this way the PCC still operates as a singular corporate entity, however each cell may operate independently and assets contained in one cell are insulated from all others. Therefore, any claims made by creditors against assets of a particular cell apply to that cell only and the other cellular assets remain unaffected.

Under the provisions of the Act, there are no restrictions on the number of cells a Gibraltar PCC may have. For these reasons Gibraltar PCCs are particularly popular with, in particular, the investment and financial services sector, as well as the insurance industry – all major drivers of Gibraltar’s diverse economy.

Forming a Protected Cell Company (PCC)

To form a PCC, or convert an existing company into a PCC, requires registration with the Gibraltar Financial Services Commission (GFSC). The GFSC’s resource on PCCs can be accessed here. Once finalised, an existing Gibraltar PCC can then issue shares and pay dividends relative to specific cells. PCCs operating in specific sectors, such as insurance and investments, also require specific licensing from the GFSC.

Click to review the Companies House Guidance on Protected Cell Companies

Gibraltar PCC Experts

Hassans are widely regarded as one of the pioneering firms of Gibraltar’s protected cell company sector with considerable experience in the formation of Gibraltar-based protected cell companies for clients all around the world.

We are here to assist you throughout the entire process, from the drafting of proposals, though the initial application and licensing process, the formation of the PCC itself, allocation of assets, legal agreements and any other additional logistics that are required.

Our Protected Cell Companies team is headed up by Nigel Feetham QC, who has been at the forefront of the development and advancement of this sector, both locally and internationally, for many years. He is also the author of books on the subject, which continue to be cited in court cases the world over, including one high-profile case in the US.

As well as unparalleled local knowledge, we can also draw on the expertise of a global network of lawyers in multiple jurisdictions. No other firm can draw on such a deep well of expertise – so contact Hassans today to ensure you receive the best advice possible in the formation and implementation of a PCC.

Frequently Asked Questions

What is a Protected Cell Company (‘PCC’)?

A PCC is a limited liability company that is able to form cells that are segregated from each other and from the company. The effect of this is that cells are not impacted by the business of another cell.  It is considered in law as a single corporate body which provides effect ring fencing between cells containing, for example, different classes or engaging in different investment strategies.

What are Protected cell companies used for?

A PCC is used in a variety of contexts, including in the context of insurance companies and as structuring vehicles for family wealth. Where insurance companies and collective investment schemes intend to operate as a PCC, the consent and approval of the Gibraltar Financial Services Commission is required.