Seeing the world from your perspective

BIGGER PICTURE

OFFSHORE LAW SPECIALISTS

BRITISH VIRGIN ISLANDS CAYMAN ISLANDS GUERNSEY JERSEY 1CAPE / TOWN HONG KONG LONDON SINGAPORE 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 close We represent nine of the world’s We are tier one for all our to 1,200 funds across the top 10 private equity firms practice areas in The Legal Channel Islands, more than 500 UK rankings 8 any other o“shore law firm LOCATIONS 1,200 90% 17/17

BANKING CLIENTS TISE LAW FIRMS We represent eight We are the 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

LSEŸLISTED 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 o“shore law firm (July 2015-16) (July 2015-16) FOUNDED 96 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 British Virgin Islands, 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 o¥ces, 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 e“ectively challenges, our clients know that delegating work to talented “Their advice is delivered in the advice and guidance they lawyers at the appropriate levels. receive will be based on a complete simple, easy-to-understand understanding of their goals and • We have strong and long-lasting objectives combined with technical relationships with our clients, language and always excellence and commercial insight. intermediaries and regulators. within a broader • We are consistently ranked as commercial context.” Whether playing a lead or a a top tier law firm in the leading supporting role, we always look legal directories. Legal 500 at the bigger picture. • Founded in 1898, we are one of the oldest o“shore law firms.

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 with a smaller firm’s of service that we provide along with client service and 48 380 consistently high levels of client service. 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. Our role goes beyond delivering legal services - we to tailor their advice around aim to contribute to your success their clients’ needs.” and to add value wherever we can. Chambers and Partners 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 lawyers work across disciplines and jurisdictions to deliver a seamless service to our clients. We have the skills, expertise and scale to handle the most demanding, complex and innovative 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, New York and other major RELATED SERVICES finance team and an international financial centres (with o¥ces in • Aircraft Finance London, Hong Kong and Singapore) 8/10 reputation for banking and finance • Banking Regulation work. From complex cross-border and represent clients on transactions financing transactions and large loan at every level of complexity. • Debt Capital Markets We represent eight of the portfolio restructurings to establishing • Funds Finance world’s top 10 banks and banks in our domestic markets, our Our clients include arranging banks • High Yield two-thirds of the top 25 banking and finance team has the and lenders, investment banks, • Islamic Finance experience and knowledge to advise building societies, borrowers, ® TISE/CSX Listings you and the depth to service the syndicated lenders and underwriters. • Real Estate Finance “A very high level of largest transactions. Each year we Our experience in advising each of advise on loans amounting to tens of • Structured Finance service, with fast response these groups means we can anticipate and Securitisation billions of pounds for both lenders and multi-party needs, often saving times and astute advice.” borrowers. our clients time and money during a transaction. Legal 500 We are instructed by clients directly on their international finance transactions and also work closely with onshore legal teams. We have strong ties to

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 regional 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 growth, advising on public and deadlines, giving you the commercial 1 • Corporate Structuring private mergers and acquisitions agility to achieve your objectives. and completing exchange-based • Cybersecurity and Data Protection We are the leading o“shore legal adviser listings, as well as advising boards We have a global approach and, • Insurance Law and shareholders. alongside our corporate specialisms, • Intellectual Property to LSE-listed clients we provide regulatory, employment, • IPOs and Equity Capital Markets The scale of our corporate practice pensions, litigation, property and • Joint Ventures enables us to structure the team commercial advice. This integrated • Mergers and Acquisitions according to our role, whether we expertise enables us to form a broader • Regulation and Compliance 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 o“shore 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 • Fund Regulation and Compliance global private equity firms o“shore law firm and regularly advise longstanding relationships with • Fund Strategies and Asset Classes on listings on the NYSE and HKEX, onshore legal advisers who instruct • Investment Managers Euronext, CSX and TISE. us on a regular basis. Our lawyers • Restructuring and Winding Up understand the requirements and We advise credit and debt funds, clean priorities of each interest group and 1,200 tech funds, real estate funds, retail we tailor our services accordingly. and listed funds, private equity funds, We advise close to 1,200 funds venture capital funds, hedge funds The strength of our relationships with across the Channel Islands, and infrastructure funds. regulators in our jurisdictions means more than any other o“shore our clients benefit from our knowledge law firm of the latest developments in 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 o“shore jurisdictions. • Debt Restructuring and Refinancing e¥ciency.” stakeholders including liquidators, Our lawyers have been involved in • De-Mergers receivers, creditors, investors, directors a significant number of the major • Insolvency and Workouts Legal 500 and professional service providers. formal insolvency proceedings in • Liquidations Our institutional client base includes recent years and have played • Management Buy-Outs private equity, venture capital, a key role in the development of the • Regulatory Guidance banking, real estate, financial law in many key areas. • Receiverships services, corporate and private trusts and investment managers. • Restructurings • Reorganisations Our leading position in the investment • Strategic Dispute Resolution funds market makes us the first port • Schemes of Arrangement 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 dispute resolution and litigation practice represents clients across the full spectrum of contentious and non-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 Law solutions to problems.” employment disputes and advisory • Employment, pensions and Legal 500 work. Incentives • Fraud and Asset Tracing We are counsel to multinational • Insurance and Personal Injury corporations, financial institutions, • Trust Litigation 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 teams in the Channel Islands along with well-established practices in the British Virgin Islands and the Cayman Islands.

We have the scale and experience to trusts, foundations, partnerships RELATED SERVICES “This acclaimed o“shore 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 O¥ce 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 • Pensions With a fully integrated practice, We represent professional trustees, • Wills and Inheritance private individuals and families, banks, we also represent trustees and • Regulation of Trust Company Business financial institutions and charities beneficiaries in contentious matters • Trust Litigation from all over the world. International and administrative applications that 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 • Banking Regulation Virgin Islands, Cayman Islands, the BVI Financial Services Commission, incredibly quick and • Competition Law 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 • Corporate Regulation and Compliance with detailed provide you with a clear path saving Financial Services Commissions. you time, resources and money. • Cybersecurity and Data Protection business knowledge.” • eGaming We have a comprehensive Legal 500 Given our established presence in the understanding of the di“erent • Fund Regulation and Compliance key o“shore financial centres, it follows regulatory environments and have • Regulation of Trust Company Business that our core expertise lies in advising developed strong relationships with financial services clients (including the regulators in each jurisdiction. banks, corporates, investment We regularly work alongside the managers, fund administrators and respective industry bodies to help trust companies) and their investors. shape the regulatory frameworks We also act for private clients. of the future.

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

Employment, Pensions

and Incentives

Our employment and pensions 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 takeovers 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 • Cybersecurity 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 a“ecting 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 • Acquisitions and Disposals includes the major developers and share purchase agreements, large proactive management • Construction Advice 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 • Development Projects on a broad range of commercial real UK pension funds with commercial • Infrastructure Projects Chambers and Partners estate and development projects and property interests in our jurisdictions. • Leases combine technical expertise with a • Leisure and Hospitality commercial approach. We work closely with surveyors, • Property and Development Financing valuation companies, trust • Property Joint Venture Arrangements Our work includes acquisitions professionals and property portfolio • Planning Advice and disposals, landlord and tenant managers and, as a full service firm, • Residential Conveyancing agreements, financing and secured can provide legal advice in relation transactions, joint venture agreements to planning, housing, relocation, • Licensing 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 o¥ces We maintain long-lasting “They have a very international of the o“shore 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 international law firms and Guernsey and Jersey. We also have time zones. accountancy practices ensuring are well connected in the major o¥ces 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 o“shore 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 +1 345 749 2100 F +44 (0)1481 711052 F +44 (0)1534 887744 E [email protected] E [email protected] E [email protected] E [email protected]

International o¥ces

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