Baker & McKenzie Winmark Partnership Some background on our firm and global tax practice

Baker & McKenzie Winmark Partnership Some background on our firm and global tax practice

Our Client Service Principles Be uncompromising on quality Always wear a global hat Be passionately responsive Bring the entire Firm to every meeting Be an advisor, not a reporter Always look for new and better ways to add value Keep it simple make it look easy Get under the skin of the commercial issues Celebrate our local expertise Turn relationships into friendships Treat every client as if they re your only client

Contents London office accolades Introduction Page 04 Baker & McKenzie in a nutshell Page 05 Our global tax practice Page 06 Our tax presence in EMEA Page 08 Tax services we offer Page 09 Awards and rankings worldwide Page 10 Baker & McKenzie, which topped Acritas s survey for the third year running, is the world s biggest by revenue and by footprint. Financial Times September 2013 3

Introduction Dear Winmark Member, On behalf of Baker & McKenzie we would like to say how proud we are to have joined Winmark s Tax Director Network as Technical Advisors. We have heard many great things about the Network and are keen to add further value. Our aim is to share our collective UK and international tax knowledge in order to help you get the most out of this network. Moving forward, one of us will always be present at progamme meetings and, where appropriate, will bring along specialists who have specific expertise for the discussion in hand. We will also chip in on any peer consult discussions that get underway. However do feel free to call either of us at any time with specific queries and we will do our best to help. The rest of this document is given over to providing you with a brief overview of our firm, its values and our internationally recognised global tax practice. This should only take a minute or two to read over. We look forward to meeting you in the near future. Sincerely, Alex Chadwick Baker & McKenzie Technical Partner and Head of Corporate Tax London Tel: +44 20 7919 1910 alex.chadwick@ bakermckenzie.com James maclachlan Baker & McKenzie Technical Partner London Tel: +44 20 7919 1935 james.maclachlan@ bakermckenzie.com Alex Chadwick Baker & McKenzie Technical Partner / London Head of Corporate Tax James maclachlan Baker & McKenzie Technical Partner bakermckenzie.com 4

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Our global tax practice Baker & McKenzie covers the world over. With our expansive global footprint, we are able to provide you a deep level of local expertise while ensuring a global perspective to your business, tax and legal needs. North America 187 tax practitioners 700+ lawyers in the region Asia Pacific 134 tax practitioners 1,000+ lawyers in the region "[worldwide]tax Practice of the Year - "The breadth and success of the world s largest tax practice group makes Baker & McKenzie one of Law360 s inaugural Tax Practice Groups of the Year." Law 360 2013 Latin America The firm is acclaimed for its international coverage, offering tax capabilities in strategic jurisdictions around the world. In addition to its wellestablished practices in developed countries, the firm also fields strong tax teams in emerging markets.. Chambers Global 2012 154 tax practitioners 700+ lawyers in the region Europe, Middle East & Africa 303 tax practitioners 1,700+ lawyers in the region seamless service on multijurisdictional matters. Chambers Global 2012 bakermckenzie.com 6

Our global tax practice We understand the implications of your tax decisions on each aspect of your business and can help anticipate and manage risks as they arise. We are the most highly rated and recommended tax adviser among law firms worldwide and we have served as trusted counsel to many of the most prominent multinational companies, private equity firms, and funds in a variety of deal contexts. Our ability to design innovative cross-border tax strategies that optimise corporate tax positions throughout shifting regulatory and market conditions remains unmatched. Our tax lawyers, economists and financial analysts are abreast of changing regulations, requirements and enforcement priorities worldwide and can help you execute consistent and defensible tax strategies for your international operations and transactions. Areas of practice Tax transactions Domestic and international tax planning VAT/GST and indirect taxes Transfer pricing Tax controversy and litigation European direct tax law Employment related taxes Economist services Wealth management Customs duties Real estate tax Green energy tax Tax practitioners around the world Asia Pacific: 134 Europe, Middle East and Africa: 303 Latin America: 133 North America: 187 The firm offers broad expertise in tax, covering tax planning, corporate tax, VAT and tax litigation. It is also commended for its transfer pricing practice, which scores very highly on the market. Chambers Global 2013 Triple-A rating. We are fully convinced by the work delivered. Very professional, timely and accurate. High capability to follow very complex and individual needs. Client quote from International Tax Review World Tax EMEA 2013 With an unrivalled international footprint, this firm fields one of the largest global tax teams. It has an impressively wide coverage, with established tax groups in 39 countries across Latin America, Asia-Pacific, Europe and the USA. Chambers Global 2011 bakermckenzie.com 7

Our tax presence in Europe, the Middle East and Africa EMEA Tax Practice Group in numbers 99 partners and 204 associates 27 offices in 21 countries Triple-A rating. We are fully convinced by the work delivered. Very professional, timely and accurate. High capability to follow very complex and individual needs. A client, International Tax Review 2013 a favourite of multinational clients, who can call upon Baker & McKenzie s international tax network on multi-jurisdictional mandates. Chambers Europe 2012 Tax Capability in Austria Azerbaijan Belgium Czech Republic France Germany Hungary Italy Kazakhstan Luxembourg Morocco Netherlands Poland Russia South Africa Spain Sweden Switzerland Turkey Ukraine United Kingdom bakermckenzie.com 8

TAX Intersection of Expertise Tax Treaty and EU Arbitration Convention procedures Collaboration in the defence of Criminal Tax Law matters Advice on communications and relations with the domestic tax authorities, including proposals for legislative amendments Pre-litigation in support of tax planning Exposure assessments for accounting (FIN 48, IFRS) Valuations IP/Tax planning strategies Intangible migrations Inversions Documentation bakermckenzie.com Thin cap Participation exemption Tax assessments/tax audits Corporate tax planning and global tax optimization Strategic litigation analysis Tax audit Tax collection administrative proceedings European Court of Justice and complaints to the European Commission International tax procedures (mutual agreement procedure established in the OECD Model) Complex business restructurings Global transfer pricing reviews Audit defense Transfer pricing litigation Competent Authority and arbitration assistance Advance Pricing Agreements Economic transfer pricing analyses State, provincial and local tax planning Group s chart and company description Direct equity interests Intercompany flows Withholding tax reduction Tax losses carry forward Deferred tax and losses Provision for taxes Tax consolidation Tax Dispute Resolution Transfer Pricing Tax Planning Tax Transaction Tax structuring of acquisition and disposal of enterprises Tax due diligence and translation into the contractual documentation Fund structuring Real estate transactions Tax aspects of IPOs, capital markets instruments, and securitisation transactions Specialist Industry Areas Comment letters / representations to tax policymakers Direct representation before governmental bodies / lobbying Participation in activities of the OECD / UN / EU and other international organizations Tax Policy European Direct Tax Law VAT & Customs Wealth Management Formation of client groups focused on specific issues or themes Helping clients find allies to support their causes Strategic advice Economic analyses Advising clients on FATCA Economic Freedoms Anti-abuse regulation & Court of Justice rulings Existing EU Legislation Proposals for new EU legislation State aids VAT mitigation and planning for cross-border service and business arrangements VAT aspects of multijurisdictional restructuring and postacquisition integration VAT litigation and dispute support Tax regulatisation through voluntary disclosure Advice to financial institutions in relation to government investigations Joint advice on the VAT, customs and transfer pricing elements of international business arrangements Multi-jurisdictional VAT assurance reviews VAT process and systems review VAT planning for supply chain implementation VAT aspects of financing arrangements VAT aspects of multijurisdiction sourcing / outsourcing Tax exposure mitigation and general mobility advice to individuals and families Anti-money laundering, compliance, and Shari a law compliant trusts advice to financial institutions Product and services development and distribution, including insurance and other financial instruments advice to financial institutions

Awards and rankings: Worldwide ITR asked tax executives from multinational companies, tax officials and advisers for their top three tax planning firms in 50 jurisdictions. Transactional Survey 2013 Tier 1 or Tier 2 in 21 jurisdictions Asia Pacific Australia (Tier 2) China (Tier 1) Hong Kong (Tier 1) Indonesia (Tier 1) Japan (Tier 1) Malaysia (Tier 2) Philippines (Tier 2) Singapore (Tier 2) Taiwan (Tier 2) Vietnam (Tier 2) Europe and Middle East Belgium (Tier 2) France (Tier 2) The Netherlands (Tier 1) Poland (Tier 2) Russia (Tier 1) Spain (Tier 2) Ukraine (Tier 2) Americas Colombia (Tier 2) Peru (Tier 1) USA (Tier 1) Venezuela (Tier 1) Planning Survey 2013 Tier 1 or Tier 2 in 21 jurisdictions Asia Pacific Australia (Tier 2) China (Tier 1) Hong Kong (Tier 1) Indonesia (Tier 1) Japan (Tier 1) Malaysia (Tier 2) Philippines (Tier 2) Singapore (Tier 2) Taiwan (Tier 2) Vietnam (Tier 2) Europe and Middle East Belgium (Tier 2) France (Tier 2) The Netherlands (Tier 1) Poland (Tier 2) Russia (Tier 1) Spain (Tier 1) Ukraine (Tier 2) Americas Colombia (Tier 2) Peru (Tier 1) USA (Tier 1) Venezuela (Tier 1) bakermckenzie.com 10

Awards and rankings: Worldwide FIRM COUNTRIES RANKED Baker & McKenzie 37 DLA Piper 19 Clifford Chance 13 Linklaters 11 Freshfields 10 McDermott Will & Emery 9 Allen & Overy 9 Mayer Brown 8 White & Case 7 Skadden 7 International Tax Review World Tax 2014 We are the most recommended tax adviser among law firms worldwide. Our practice was ranked Band 1 in 54 practice areas across the globe, including 24 Band 1 rankings for practice areas in Europe, the Middle East and Africa. Chambers Global 2013. FIRM COUNTRIES RANKED Baker & McKenzie 21 DLA Piper 7 Freshfields 5 Mayer Brown 3 McDermott Will & Emery 2 International Tax Review World Transfer Pricing 2014 bakermckenzie.com 11

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