Specialist Services for Private Equity and Infrastructure

tmf-group.com We’re constantly bidding on infrastructure assets all over the world, tender processes have strict deadlines and we’re often required to set up a ‘BidCo’ on short notice. I simply contact my relationship manager who then ensures a timely incorporation of the entity in the relevant jurisdiction and explains any specific statutory requirements.

Portfolio director at a top 10 Infrastructure group.

Who is TMF Group? Why TMF Group? TMF Group is a Global Business Operator Operating internationally brings complexity, risk and cost. TMF Group supports investment present in every country our clients’ managers by providing bespoke back office solutions that enhance their global operations, aspirations demand. We are renowned administering complex international investment structures and supporting portfolio for helping global asset managers companies expanding and operating abroad. We can provide a single point of contact operate their investment funds, special for global coordination and administration. purpose vehicles and corporate structures Our vertically-integrated service delivery model means we can render fund services, in different geographical locations, sub-fund special purpose vehicle services (HoldCo, FinanceCo, LeaseCo, PropCo, BidCo utilising our fully integrated, unrivalled etc.) and also support the underlying portfolio companies directly. global platform. TMF Group has more than 120 offices in over 80 countries and TMF Group works with 15 of the top 20 private equity firms by AUM and four of the top employs more than 5,500 accountants, 10 largest infrastructure investors. Our services have helped private equity firms and lawyers, corporate secretaries, payroll portfolio companies invest and expand in over 50 countries and our experience includes and other professionals. acquisitions, co-investment, distressed debt, structured finance, restructurings and operational transformation. A lot of our investments involve third party finance; these debt facilities may have specific reporting requirements, like IFRS and/or consolidation. Having TMF Group globally coordinate, prepare the consolidation and handle the audit process, we’re able to simplify our operations, cut costs and reduce risk.

Finance director at a top 20 private equity firm.

What we can do to help Fund services Corporate services Working with TMF Group, our  Formation and setup support  Formation and setup support private equity and infrastructure  Domiciliation  Management and domiciliation clients are able to use one  and reporting  Accounting and reporting global service provider to (IFRS / local GAAP) (IFRS / local GAAP) implement and administer  Consolidation  Regulatory reporting their investments worldwide.  Tailored investor reporting  Consolidation (IFRS / local GAAP) + NAV calculation  Corporate secretarial  Regulatory reporting  Bank and treasury management  Registrar and transfer agent  compliance (CIT and VAT)  Depositary services for  Liquidation services non-financial assets  HR and Payroll  Corporate secretarial / corporate actions  Auditor support  Investor communication Loan services  Know your client (KYC) services  Facility agent  Security agent and trustee  Cash manager / calculation agent  Loan administration and reporting  Project finance / leasing / infrastructure Our experience For multi-jurisdictional We consider strong support for the private equity and infrastructure industries so important, we made it one of the core elements of our business model. Over the past investment structures decade we have gained tremendous experience in supporting and administering we can provide you with complex multi-jurisdictional investment structures. We know what it takes to provide our clients with accurate, timely financial results and support deal closings under a single point of contact significant time pressure. and will support the Many clients have engaged us in order to have a single provider in each of their entire accounting and investment and holding jurisdictions. A single point of contact helps with optimal communication; we take responsibility for the internal coordination between our offices, reporting process; we and also directly with the portfolio company’s finance team. coordinate the delivery While renowned for our international corporate structuring services in the of local services and and Luxembourg, we have also helped thousands of companies to establish and manage tax-efficient holding and finance structures in the major onshore and offshore help with seamless treaty hubs for more than 25 years. communication across

Overseas operations – where international operations of portfolio companies are multiple jurisdictions. inefficient or failing, we can quickly step in to improve and streamline back office operations. Our local accountancy, corporate secretarial and HR and payroll experts – coordinated with a single point of contact from anywhere in the world – help to make sure that businesses can concentrate on their core objectives. No competitor has our reach. Our global network Carve outs – where an existing business is carved out, shared administrative means we can offer local services need to be replaced. We can provide a full back office solution for the new business starting from the point of acquisition. expertise in more than 80 jurisdictions. Engaging

Buy and build – mergers and acquisitions require transparency over corporate data TMF Group for support processes and an integrated administrative function for the combined group. We work in managing complex closely with professional advisors to implement new legal, accounting, payroll and business processes. structures across multiple jurisdictions will simplify

Exits – non-compliance with local legislation and regulatory developments at the your operations, lower portfolio company level can become financial risks at exit. We can provide full your risk and help you corporate secretarial health checks, remedial action, and ongoing compliance to support robust board and corporate governance procedures at exit. control costs.

Whilst we have taken reasonable steps to provide accurate and up to date information in this publication, we do not give any Contact us warranties or representations, whether express or implied, in this respect. The information is subject to change without notice. The information contained in this publication is subject to changes Bruno Bagnouls in (tax) laws in different jurisdictions worldwide. None of the Global Head of Private Equity and Real Estate information contained in this publication constitutes an offer or solicitation for business, a recommendation with respect to our E: [email protected] services, a recommendation to engage in any transaction or to engage us as a legal, tax, financial, investment or accounting T: +352 42 71 71 3267 advisor. No action should be taken on the basis of this information without first seeking independent professional advice. We shall not be liable for any loss or damage whatsoever arising as a result of Jan Lubawinski your use of or reliance on the information contained herein. Executive Director, TMF Fund Services(Luxembourg) S.A. This is a publication of TMF Group B.V., P.O. Box 23393, 1100 DW , the Netherlands ([email protected]). TMF Group E: [email protected] B.V. is part of TMF Group, consisting of a number of companies worldwide. Any group company is not a registered agent of T: +352 22 94 44 702 another group company. A full list of the names, addresses and details of the regulatory status of the companies are available on our website: www.tmf-group.com David Bell © February 2016 TMF Group B.V. Director – SFS & Loan Services tmf-group.com E: [email protected] T: +44 207 832 4964