Funds and Asset Management

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1 Funds and Asset Management September 2013 Detail from Early Morning by Trevor Bell Really solution-oriented. They re not there just to fix legal problems, but try to help us think through the commercial aspects of an issue. Chambers UK, 2011

2 Contents Overview of Slaughter and May 01 Our Funds and Asset Management Practice 02 How we can help 03 Clients 04 Our Relevant Experience 05 Contacts 07

3 Overview of Slaughter and May This multidisciplinary law practice continues to impress clients with the depth and breadth of its resources. Chambers UK, 2012 Slaughter and May is a leading international law firm recognised throughout the business community for its commitment to delivering top quality legal advice, combined with commercial awareness and exceptional client focus. We have a diverse and extensive practice advising clients from and across the world on the full range of corporate, commercial, financing and other matters. Our clients look to us for technical excellence in the law, a capacity for innovative thought and a positive commercial approach. We add value by creating innovative solutions to problems and through our cutting edge advice, risk analysis and market insight. We are client focused rather than product focused we work with our clients to anticipate their needs and to offer positive solutions. Together these qualities give us an edge in negotiation, help achieve our clients commercial objectives and ensure the effective handling of transactions. For international and multi-jurisdictional projects, we draw on longstanding and close relationships to bring together a team with the optimum legal expertise for each particular transaction, allowing us to deliver a first class global legal service in an individual and bespoke way that is appropriate for each client and for each legal market. 01

4 Our Funds and Asset Management Practice Outstanding on all counts, Slaughter and May advises on higher end, bespoke private and listed funds. The Legal 500, 2012 Funds work has been a core practice area for the firm since its foundation. Our funds and asset management practice brings together lawyers from our market leading corporate, financial regulation, dispute resolution and tax practices to provide seamless advice on a whole range of matters relating to the funds and asset management industry. We are at the forefront of structuring investment funds investing in the full spectrum of asset classes and on the establishment and listing of funds. We also have extensive experience advising in relation to the establishment, purchase and sale of asset management businesses. Our work includes: the structuring and establishment of open-ended and close-ended funds (both private and listed) for traditional, alternative and exotic investments M&A involving asset management businesses, either involving a single business or as part of a wider financial services group establishing fund management businesses the authorisation and licensing of fund managers, both in the UK and elsewhere transactional work involving investment funds, whether to enhance investor value, to solve liquidity difficulties or otherwise (including share buybacks, reconstructions and mergers) all financial regulatory aspects of asset management, fund marketing and fund administration, particularly where functions are outsourced all aspects of taxation and regulation affecting the asset and fund management industry. We have considerable expertise in regulatory investigations, restructuring and unwinding investment structures and advising on disputes among investors, funds and fund managers. As the industry faces a period of intense regulatory reform in the EU and internationally, we continue to be at the cutting edge of developments, advising clients on the strategic implications of the various reforms to their businesses both within the EU and beyond. 02

5 How we can help A client comments that they bring not only impeccable legal advice, but a good sense of business judgment to the transaction. Chambers UK, 2013 Our lawyers draw on a broad skills base, so that they can offer not only expertise in the specific area of asset management, but also a breadth of experience in the field of general commercial law, coupled with sound business judgement. We seek to provide innovative solutions to help clients meet the various challenges facing the industry. Our day-to-day work includes: Advising on all aspects of the establishment and listing of new funds, including analysis of all relevant structural, regulatory and jurisdictional options, to enable the right fund structure to be identified, implemented and delivered on time Acting as international transaction counsel, bringing our vast breadth and depth of experience to bear and thereby ensuring the client receives a seamless, integrated service of uniform excellence Examining strategies and structural alternatives when asset management businesses consider mergers, acquisitions and other investment opportunities Advising on the impact of the implementation of new regulation, such as the Alternative Investment Fund Managers Directive, including restructuring or relocation to improve marketing opportunities Reviewing corporate governance and remuneration practices of firms to ensure that they are in keeping with current UK, European and international developments Assisting with health checks on key legal agreements with counterparties in light of legal and regulatory developments. 03

6 Clients Our clients range from large global financial institutions and listed funds to boutique fund managers and small start-up funds. Clients include: 3i Aviva Close Brothers Henderson Legal & General Oxford Asset Management SVG Capital Ashmore Banco Santander Fidelity Investments Investec Asset Management LMS Capital Schroders TR Property Investment Trust 04

7 Our Relevant Experience This firm specialises in bespoke, one-off projects for its large corporate clients. The team is respected for its work on the closed-end listed funds side and its lawyers have considerable experience in representing clients on the corporate M&A side of the funds world. Chambers UK, 2013 We are well known particularly for advising on bespoke, high value added and often high profile transactions and projects involving innovative and complex investment structures. We regularly advise on strategic and significant acquisitions and disposals of asset management businesses. Examples of our relevant experience include advising: HM Treasury on the establishment of the Business Finance Partnership and on its consequent 1.2 billion investment in various credit funds targeting lending to SMEs the Department of Energy and Climate Change on the establishment of funds to finance the decommissioning of new nuclear power stations Banco Santander on its agreement to grow its asset management business (Santander Asset Management), involving the sale to Warburg Pincus and General Atlantic of a 50% stake in a new holding company which will integrate SAM s asset management companies in eleven different jurisdictions in Europe and Latin America Schroders on its recommended cash offer for Cazenove Capital Holdings for approximately 424 million, and on the acquisition of a 49% stake in RWC Partners, an independent asset manager Investec Asset Management on the sale of a 15% stake to its senior management for 180 million SVG Capital on a strategic alliance with Aberdeen Asset Management, involving the sale to Aberdeen Asset Management of a majority stake in SVG Advisers, creating a leading private equity fund management business with 4.7 billion of funds under management or advice Close Brothers on the sale of its Cayman Islands trust, fiduciary services, fund administration and banking business to Intertrust Henderson on its recommended share acquisition of Gartmore 05

8 It is praised by clients for its expertise when dealing with complex, multijurisdictional matters, with the Hong Kong office in particular noted as a useful weapon in the team s arsenal. The best thing about the practice is its strength in depth in terms of resources and backup to deliver on major corporate projects. Chambers UK, 2012 We have considerable expertise in structuring, setting up and listing funds and investment vehicles. Examples include advising: Pembroke Heritage Fund Limited, a close-ended Guernsey fund managed by Pembroke Management Ltd, on its establishment and listing on the Channel Islands Stock Exchange Fidelity China Special Situations plc on its listing on the London Stock Exchange, raising gross proceeds of 450 million, and on the further issue of C shares to raise 166 million by way of an open offer, offer for subscription and placing (our London and Hong Kong office advised) Resolution Limited on the flotation of Resolution Limited on the London Stock Exchange and the placing of shares, raising gross proceeds of 600 million We advise on all aspects of fund management businesses, including the structuring and establishment of the management vehicle, the initial client funds and the funds terms of business and relationships with prime brokers and broker dealers. We continue to advise many listed and unlisted funds on strategies to enhance shareholder value or liquidity and the implementation of those strategies. Our recent experience includes advising: Futura Asset Management on setting up its asset management corporate structure and the launch of a new futures-focused fund (our Hong Kong office advised) 3i Group on a strategic transaction with WCAS Fraser Sullivan Investment Management to establish 3i s US debt management platform SVG Capital in connection with its change of investment strategy and proposals for a series of tender offers to return up to 170 million to shareholders LMS Capital in relation to its return of up to 40 million and a further return of up to 35 million to shareholders, in accordance with a realisation strategy approved by its shareholders Ashmore Global Opportunities in relation to its reorganisation, portfolio wind down and return of proceeds to shareholders 06

9 Contacts FUNDS/CORPORATE Paul Dickson T +44(0) E Robert Chaplin T +44(0) E Robin Ogle T +44(0) E Jason Webber (Hong Kong) T E Peter Lake (Hong Kong) T E 07

10 FINANCIAL REGULATION Jan Putnis T +44(0) E TAX Tony Beare T +44(0) E DISPUTE RESOLUTION Elizabeth Barrett T +44(0) E 08

11 London Brussels Hong Kong Beijing One Bunhill Row Square de Meeûs 40 47th Floor, Jardine House 2903/2905 China World Office 2 London EC1Y 8YY 1000 Brussels One Connaught Place No.1 Jianguomenwai Avenue United Kingdom Belgium Central Beijing Hong Kong People s Republic of China T +44 (0) T +32 (0) T T F +44 (0) F +32 (0) F F Slaughter and May 2013 FundsandAssetManagement.indd913

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