Seeing the world from your perspective

BIGGER PICTURE

OFFSHORE LAW SPECIALISTS

BRITISH VIRGIN ISLANDS 1CAPE / TOWN HONG KONG LONDON careyolsen.com Contents

OUR SERVICES

CAREY OLSEN AT A GLANCE BANKING AND FINANCE CORPORATE DISPUTE RESOLUTION AND LITIGATION EMPLOYMENT, PENSIONS AND INCENTIVES INVESTMENT FUNDS PROPERTY LAW REGULATORY OUR FIRM OUR PEOPLE RESTRUCTURING AND INSOLVENCY TRUSTS AND PRIVATE WEALTH

OUR APPROACH SECTOR EXPERTISE OUR INTERNATIONAL CONTACT US NETWORK

2 / Contents careyolsen.com Carey Olsen at a glance

INVESTMENT FUNDS CLIENTS PRIVATE EQUITY CLIENTS TIER ONE RANKINGS We are legal adviser to We represent nine of the world’s We hold 16 tier one directory over 1,200 funds across the top 10 private equity firms rankings in Legal 500 across Channel Islands, more than our practice areas 8 any other offshore law firm LOCATIONS 1,200 90% 16

BANKING CLIENTS TISE LAW FIRMS We represent eight Leading adviser on We work with all 25 of the world’s top The International of the world’s largest 4 10 banks Stock Exchange (TISE) law firms LEGAL JURISDICTIONS 8/10 No.1 25

LSE LISTED CLIENTS JERSEY FUNDS GUERNSEY FUNDS We advise more LSE-listed We advised on 49% of all We advised on 74% of all clients and funds than any new funds in Jersey new funds in Guernsey 1898 other offshore law firm (July 2015-16) (July 2015-16) FOUNDED 86 49% 74%

3 / Carey Olsen at a glance careyolsen.com OUR FIRM

Wide-angle thinking

We advise financial institutions, corporations and private clients on the laws of the , Cayman Islands, Guernsey and Jersey from a network of eight international offices.

Our clients include global and local WHY INSTRUCT US? financial institutions, investment funds, private equity houses, multi-national • We provide partner-led advice. corporations, public organisations, • We have the strength and depth sovereign wealth funds, high net to handle the most complex and worth individuals, family offices, specialist work. directors, trustees and private clients. • We operate across all time zones We work alongside all of the major and key financial markets. international law firms, accountancy • Our lawyers advise on significant firms and insolvency practitioners. legislative changes and industry developments. In the face of opportunities or • We provide value by effectively challenges, our clients know that the delegating work to talented “Their advice is delivered in advice and guidance they receive lawyers at the appropriate levels. from us will be based on a complete simple, easy-to-understand understanding of their goals and • We have strong and long-lasting objectives combined with outstanding relationships with our clients, language and always client service, technical excellence and intermediaries and regulators. within a broader commercial insight. • We are consistently ranked as commercial context.” a top tier law firm in the leading Whether playing a lead or a legal directories. Legal 500 supporting role, we always look at the bigger picture.

4 / Our firm careyolsen.com OUR PEOPLE

Business-ready legal minds

Our advice is delivered by an approachable and experienced team of globally-minded lawyers who work in partnership with our clients to help them achieve their objectives.

Our clients tell us that we are easy “Provides big-firm, to work with and highly-responsive. They consider us an extension of their top quality legal advice team and appreciate the continuity of with a smaller firm’s service that we provide along with the client service and 48 380 excellent calibre of our lawyers. responsiveness.” PARTNERS PEOPLE We employ 380 people and our 48 partners lead a full complement of Legal 500 200 lawyers, many of whom have come from leading international 200 law firms. LAWYERS

5 / Our people careyolsen.com OUR APPROACH

Seeing the world from your perspective

Our clients benefit from direct contact with the partner who is leading on their work. Our teams are structured according to the scale and expertise needed for each instruction and we ensure cost efficiencies through the delegation of work to lawyers at the appropriate level.

We make a point of getting to “They really get to know their know you, your business and your clients and are therefore able circumstances; always ensuring our advice is aligned to your ambitions to tailor their advice around and goals. Our role goes beyond their clients’ needs.” delivering legal services and we Chambers and Partners aim to contribute to your success and to add value wherever we can. This can take a number of forms including training, knowledge- sharing, legal secondments, regulatory and legislative updates and client briefings.

We maintain highly-competitive and transparent fee rates that are visible from the outset.

6 / Our approach careyolsen.com SECTOR EXPERTISE

Thinking beyond borders

We deliver legal services in relation to a wide range of industry sectors.

SECTOR EXPERTISE

• Banks • Insurance • eGaming • Investment and Wealth Management • Energy and Natural Resources • Private Client • Fintech and Regtech • Private Equity • Government and Public Sector • Real Estate • Hedge Funds • Trust and Company Business • Infrastructure

7 / Sector expertise careyolsen.com OUR SERVICES

The experience to guide and the vision to lead

Our legal experts work across disciplines and jurisdictions to help our clients achieve their objectives. We have the skills, expertise and scale to handle the most demanding, complex and pioneering instructions.

DISPUTE RESOLUTION BANKING AND FINANCE CORPORATE AND LITIGATION

EMPLOYMENT, PENSIONS INVESTMENT FUNDS PROPERTY LAW AND INCENTIVES

RESTRUCTURING AND REGULATORY TRUSTS AND PRIVATE WEALTH INSOLVENCY

8 / Our services careyolsen.com

“They are customer focused, commercial and add value to transactions. They focus on understanding and delivering what the customer wants.”

Chambers and Partners

9 careyolsen.com OUR SERVICES

Banking and Finance

Changes within the global banking sector require new and innovative financial structures both for those offering capital and those aiming to access it.

Carey Olsen has a top tier global London, Hong Kong and Singapore) RELATED SERVICES finance team. From complex cross- and represent clients on transactions • Banking Regulation border financing transactions and at every level of complexity. 8 • Debt Capital Markets large loan portfolio restructurings to • Funds Finance We represent eight of the establishing banks in our domestic Our clients include arranging banks markets, our banking and finance and lenders, investment banks, • High Yield world’s top 10 banks and team has the experience and building societies, borrowers, • Islamic Finance two-thirds of the top 25 knowledge to advise you and syndicated lenders and underwriters. • TISE/CSX Listings the depth to service the largest Our experience in advising each of • Real Estate Finance transactions. Each year we advise these groups means we can anticipate • Structured Finance “A very high level of on tens of billions of loans (for either multi-party needs, often saving and Securitisation lenders or borrowers). our clients time and money during service, with fast response a transaction. times and astute advice.” We are instructed by clients directly on their international finance transactions Our lawyers practise British Virgin Legal 500 and typically work closely with onshore Islands, Cayman Islands, Guernsey legal teams. We have strong ties to and Jersey law and have an London, New York and other major international reputation for banking financial centres (with offices in and finance work.

For further information, please visit: 10 / Banking and Finance careyolsen.com/bankingandfinance OUR SERVICES

Corporate

Corporate work is a cornerstone of our legal services offering.

We have one of the largest corporate teams in the offshore legal market and we act for a diverse range of international and local organisations.

Our lawyers are skilled at creating We match the level of resource to RELATED SERVICES new structures for commercial your requirements, expectations and • Competition Law 1 growth, advising on public and deadlines, giving you the commercial • Cybersecurity and Data Protection private mergers and acquisitions agility to achieve your objectives. and completing exchange-based • Insurance Law We are the leading offshore legal adviser listings, as well as advising boards We have a global approach and, • Intellectual Property and shareholders. alongside our corporate specialisms, • IPOs and Equity Capital Markets to LSE-listed clients we provide regulatory, employment, • Joint Ventures The scale of our corporate practice pensions, litigation, property and • Mergers and Acquisitions enables us to structure the team commercial advice. This integrated • Regulation and Compliance according to our role, whether we expertise enables us to form a broader • Corporate Structuring are providing focused advice directly team across legal disciplines and £5.16bn to our clients or acting in partnership jurisdictions when necessary. with onshore advisers on complex We are the leading offshore international transactions. legal adviser for AIM-listed clients advising a total of 36 clients with a combined market cap of £5.16 billion

For further information, please visit: 11 / Corporate careyolsen.com/corporate OUR SERVICES

Investment Funds

Our investment funds team is both well regarded and highly active. We advise on all fund structures, including open and closed-ended, limited partnerships, unit trusts and companies in the British Virgin Islands, Cayman Islands, Guernsey and Jersey.

Recognised as the leading legal Among our clients are fund managers, RELATED SERVICES adviser to funds in the Channel Islands, investment and private banks, • Fund Formation and with strong Caribbean and institutional investors, boutique 9/10 • Fund Finance Asia practices, we represent more investment firms, insurance groups, companies and funds listed on the pension funds, private equity houses • Fund Listings We advise nine of the 10 largest London Stock Exchange than any other and trust companies. We have • Investment Funds and Carried global private equity firms offshore law firm and regularly advise longstanding relationships with Interest Vehicles on listings on the NYSE and HKEX, onshore legal advisers who instruct • Regulation and Compliance Euronext, CSX and TISE. us on a regular basis. Our lawyers • Restructuring and Winding Up understand the requirements and • Fund Strategies and Asset Classes We advise credit and debt funds, clean priorities of each interest group and 1,200 ––Debt Funds we tailor our services accordingly. tech funds, real estate funds, retail ––Hedge Funds and listed funds, private equity funds, We advise 1,200 funds ––Infrastructure Funds venture capital funds, hedge funds The strength of our relationships with across the Channel Islands, and infrastructure funds. regulators in our jurisdictions means ––Private Equity Funds more than any other offshore our clients benefit from our knowledge ––Listed Funds law firm of the latest developments in ––Real Estate Funds regulation and compliance standards.

For further information, please visit: 12 / Investment Funds careyolsen.com/investmentfunds

“Exceptional service backed by excellent industry knowledge.”

Legal 500

13 OUR SERVICES

Restructuring and Insolvency

Our restructuring and insolvency lawyers apply their knowledge of insolvency, corporate and banking law, regulatory guidance and litigation to the full spectrum of cross-border restructuring, recovery and insolvency matters involving the offshore jurisdictions of the British Virgin Islands, Cayman Islands, Guernsey and Jersey. We work in partnership with We are frequently instructed on the RELATED SERVICES “Gets the balance right the world’s leading insolvency planning and implementation of, • Administrations practitioners, onshore law firms, or response to, formal insolvency between legal analysis, • Corporate Recovery accountancy and forensic practices, proceedings commenced in or pragmatism and advising the whole spectrum of involving our offshore jurisdictions. • De-Mergers efficiency.” stakeholders including liquidators, Our lawyers have been involved in • Insolvency and Workouts receivers, creditors, investors, directors a very significant number of the • Liquidations Legal 500 and professional service providers. major formal insolvency proceedings • Management Buy-Outs Our institutional client base includes in recent years in the jurisdictions in • Regulatory Guidance private equity, venture capital, which we practice, and have played • Receiverships banking, real estate, financial a key role in the development of the • Restructurings services, corporate and private law in many key areas. trusts and investment managers. • Reorganisations • Strategic Dispute Resolution Our leading position in the investment • Schemes of Arrangement funds market makes us the first port of call in times of distress for lenders, fund managers and directors.

For further information, please visit: 14 / Restructuring and Insolvency careyolsen.com/restructuringandinsolvency OUR SERVICES

Dispute Resolution and Litigation

Our pre-eminent dispute resolution and litigation practice represents clients across the full spectrum of contentious and semi-contentious work.

We are widely recognised for our From mediation to trial advocacy, RELATED SERVICES “Carey Olsen’s lawyers expertise in both international and we successfully guide our clients • Banking and Finance Litigation domestic cases, including: corporate, through the full range of disputes, are intellectually • Civil and Family Disputes commercial and civil disputes, from multi-party, cross-jurisdictional rigorous and genuinely banking, financial services and trusts corporate litigation to domestic claims • Commercial Litigation innovative in seeking litigation, fraud and asset tracing before the local courts. • Corporate Disputes claims, and regulatory investigations, • Criminal solutions to problems.” disputes and advisory work. • Fraud and Asset Tracing Legal 500 • Insurance and Personal Injury We are counsel to multinational • Trust Litigation corporations, financial institutions, banks, funds, insurers, trust companies, governments and private individuals. We regularly work in partnership with international law firms on the most complex and significant cases.

For further information, please visit: 15 / Dispute Resolution and Litigation careyolsen.com/disputeresolution OUR SERVICES

Trusts and Private Wealth

Carey Olsen has one of the largest trusts and private wealth practices in the Channel Islands along with well-established practices in the British Virgin Islands and Cayman Islands.

We have the scale and experience to trusts, foundations, partnerships RELATED SERVICES “This acclaimed offshore resource the most demanding and and companies. We advise on settlor • Corporate Trust Structures complex cases as well as the day- reserved power trusts, private trust firm has a first-class • Family Office to-day instructions. We understand company arrangements, pension and reputation for trust and the longevity of trusts work, which is employee benefit schemes, wills and • Private Trust Structures private client work.” why we focus on building long-term matters of inheritance, international • Private Client connections with our clients and their estate planning, regulatory advice • Estate Planning Chambers and Partners other advisers. and trust-related disputes. • Family Law • Wills and Inheritance With a fully integrated practice, We represent professional trustees, • Regulation Of Trust Company Business private individuals and families, banks, we also represent trustees and financial institutions and charities beneficiaries in contentious matters from all over the world. International and administrative applications which law firms and accountancy practices need to be made to the court. look to us for support on projects that require specialist advice on the laws Our contentious trust lawyers have and regulations of our jurisdictions. appeared in many significant trust cases Our lawyers work across a range of to come before the courts, including structures including private, corporate, representing clients before the Privy charitable, purpose and commercial Council in the UK. For further information, please visit: 16 / Trusts and Private Wealth careyolsen.com/trustsandprivatewealth OUR SERVICES

Regulatory

The regulatory environment continues to grow and to become increasingly demanding and complex for businesses across all sectors.

We advise on regulatory issues that Our specialists deal with industry RELATED SERVICES “Response times are impact on businesses in the British regulators on a daily basis including • Anti-Money Laundering (AML) Virgin Islands (BVI), Cayman Islands, the BVI Financial Services Commission, incredibly quick and • Authorisation and Registration Guernsey and Jersey. Our approach is the Cayman Islands Monetary thought through to cut through the complexity and to Authority and the Guernsey and Jersey • Disclosure/Restraint Orders with detailed provide you with a clear path saving Financial Services Commissions. • General Compliance you time, resources and money. • Investigations business knowledge.” We have a comprehensive • Investigations and Enforcement Action Legal 500 Given our established presence in the understanding of the different • M&A Due Diligence Support key offshore financial centres, it follows regulatory environments and have • Mutual Legal Assistance (MLA) that our core expertise lies in advising developed strong relationships with • Perimeter Advice financial services clients (including the regulators in each jurisdiction. • Remediation Programmes banks, corporates, investment We regularly work alongside the managers, fund administrators and respective industry bodies to help • Reporting Obligations trust companies) and their investors. shape the regulatory frameworks • Risk Management We also act for private clients. of the future. • Sanctions • Tax Information Exchange Requests

For further information, please visit: 17 / Regulatory careyolsen.com/regulatory OUR SERVICES

Employment, Pensions

and Incentives

Our employment and pension lawyers represent businesses across a broad range of industry sectors.

Our clients include financial and your business in non-contentious RELATED SERVICES “Provides high-quality institutions, commercial businesses, areas of work. We are well-versed • Board Disputes actuaries, pension consultants and in relation to large take-overs and advice backed up by • Business Relocation trustees who come to us either on business amalgamations and, as a rock-solid knowledge an ad hoc basis or who retain our full service firm, can provide support • Cyber Security and Data Protection of the law.” services for ongoing advice. We work wherever you need it. This includes • Disciplinary and Grievance Procedures with clients in the British Virgin Islands, calling upon our established trusts • Employment Contracts Legal 500 Cayman Islands, Guernsey and and investment funds practices for • Employment Disputes Jersey as well as being instructed by their expertise on pensions matters. • Housing and Immigration international law firms, accountancy • HR Advisory Support practices and tax advisers. Our lawyers are at the forefront of • Mergers and Acquisitions changes affecting the sector and work • Pensions and Employee Incentives We have the scale and expertise to closely with clients and industry bodies resource heavyweight contentious on developments to the statutory and • Policies and Procedures employment disputes and tribunal regulatory frameworks. • Regulatory matters and we can also support you • Restructuring and Redundancy • Training Programmes • Tribunal Representation

For further information, please visit: 18 / Employment, Pensions and Incentives careyolsen.com/employmentpensionsionsandincentives OUR SERVICES

Property Law

Private individuals, developers, investors and businesses turn to our property teams for advice on buying, developing, financing, selling and leasing property. We also act for the leading lending institutions.

Our commercial property team acts and other disputes. Additional key RELATED SERVICES “They provide strong, for an international client base that areas of work include advising on • Commercial Property includes the major developers and share purchase agreements, large proactive management • Corporate lenders as well as landlords, vendors, scale retail and commercial leases for and problem resolution.” investors and purchasers. We advise major retailers and corporates and • Debt Restructuring and Refinancing on a broad range of commercial real UK pension funds with commercial • Estate Planning Chambers and Partners estate and development projects and property interests in our jurisdictions. • Investment Funds combine technical expertise with a • Mergers and Acquisitions commercial approach. We work closely with surveyors, • Private Client valuation companies, trust • Real Estate Finance Our work includes acquisitions professionals and property portfolio • Residential Property and disposals, landlord and tenant managers and, as a full service firm, • Wills and Inheritance agreements, financing and secured can provide legal advice in relation transactions, joint venture agreements to planning, housing, relocation, as well as development and regulation, taxation, litigation and infrastructure projects. We are also insolvency. We also support Carey instructed on a range of contentious Olsen’s wider practice teams on the and non-contentious matters, commercial property aspects of including planning appeals merger and acquisition deals.

For further information, please visit: 19 / Property Law careyolsen.com/property OUR NETWORK

An international perspective in everything we do

LONDON GUERNSEY

JERSEY

HONG KONG BRITISH VIRGIN ISLANDS CAYMAN ISLANDS

SINGAPORE

CAPE TOWN

Carey Olsen advises on the laws Our international network of offices We maintain long-lasting “They have a very international of the offshore jurisdictions of the ensures we are able to provide advice relationships with clients, regulators perspective in their business and British Virgin Islands, Cayman Islands, across all key financial markets and and international law firms and Guernsey and Jersey. We also have time zones. accountancy practices ensuring are well connected in the major offices in Cape Town, Hong Kong, our advice is timely, commercial economies and finance centres.” Our lawyers advise on complex London and Singapore. and dependable. cross-border deals and cases, and combine a global perspective with Legal 500 strong local knowledge.

20 /Our network

“Carey Olsen is the best offshore law firm, both in terms of service and for technical capability and drafting.”

IFLR1000

21 FURTHER INFORMATION

Contact us

Jurisdictions

BRITISH VIRGIN ISLANDS CAYMAN ISLANDS GUERNSEY JERSEY

Rodus Building PO Box 10008 PO Box 98 47 Esplanade PO Box 3093 Willow House Carey House St Helier

Road Town Cricket Square Les Banques Jersey JE1 0BD Tortola, VG1110 Grand Cayman KY1-1001 St Peter Port Channel Islands British Virgin Islands Cayman Islands Guernsey GY1 4BZ Channel Islands

T +1 284 394 4030 T +1 345 749 2000 T +44 (0)1481 727272 T +44 (0)1534 888900 F +1 284 494 4155 F +44 1481 739081 F +44 (0)1481 711052 F +44 (0)1534 887744 E [email protected] E [email protected] E [email protected] E [email protected]

International offices

CAPE TOWN HONG KONG LONDON SINGAPORE

Protea Place Carey Olsen (Hong Kong) LLP Carey Olsen LLP Carey Olsen Singapore LLP 40 Dreyer Street Suite 4120 8-10 Throgmorton Avenue Level 11

Claremont Jardine House London EC2N 2DL Marina Bay Financial Centre Cape Town 7708 1 Connaught Place United Kingdom Tower 1 South Africa Hong Kong 8 Marina Boulevard Singapore 018981

T +27 21 286 0026 T +852 3628 9000 T +44 (0)20 7614 5610 T +65 6653 4330 E [email protected] F +852 3628 9090 F +44 (0)20 7628 0652 F +65 6653 4331 E [email protected] E [email protected] E [email protected]

22 / Contact us careyolsen.com