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JRS CORPORATE

VOLUME ELEVEN ISSUE ELEVEN

Secure Retailing - Six Steps to Make it Happen

June 2016

The Changing World of Business

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CORPORATE INTL

HOW TO BUILD AND LEAD YOUR BUSINESS


CONTENTS EDITOR’S TALK One of the ironies of organisational life is that the better you are at doing the job at the lower levels, the more likely it is that you’ll be moved up the organisational ladder to a level where you no longer do it. As a business leader you may find there’s no real call for you to do the work you started out doing any more. In this month’s main cover story Kate Mercer, co-founder of Leaders Lab and author of ‘A Buzz in the Building’, explains how to build and lead your business by not working in it, but on it. In this issue’s other cover stories, Richard Cassidy, Technical Director EMEA at Alert Logic looks into measures that can be taken by retailers to secure their business against cyber attackers, and William Buist, founder of xTEN Club, discusses how the world of business is changing and how we need to adapt to thrive.

How to Build and Lead Your Business

Our extensive Funds Focus examines the fund industries in Guernsey, Isle of Man, Jersey, Luxembourg, Malta and Switzerland, with expert commentary from some of the key organisations in these jurisdictions. Corporate INTL’s long-running International Sector Panel section looks into a variety of topics this month, including anticommercial bribery amendments for China and the attractive corporate tax rate in Slovenia.

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Kate Mercer, co-founder of Leaders Lab and author of ‘A Buzz in the Building’, explains that to be an effective manager you now have to learn not to work in your business but, increasingly, on it.

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Secure Retailing – Six Steps to Make it Happen

Richard Cassidy, Technical Director EMEA at Alert Logic, outlines six steps that can be taken immediately to help retailers secure their business against cyber attackers.

This month’s issue also includes our Global IP Who’s Who, discussing the key issues and profiling the leading experts.

Enjoy the issue.

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Phil Grainger, Editor

The Changing World of Business

Others

William Buist, founder of xTEN Club, discusses how the world of business is moving from that of jobs – of tasks performed for money – to the world where what we do, and how we do it, is valued by the contribution made and the manner of its making.

News & Views

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People Moves

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International Sector Panel

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Global IP Who’s Who

66

Deals 75

reprints & permissions All rights reserved. No part of Corporate INTL may be reproduced or transmitted in any manner or by any means without the prior permission of the publishers.

disclaimer Every effort is made to ensure the accuracy of the contents of Corporate INTL. However the publishers cannot accept responsibility for any errors and subsequent claims made by any third parties. The magazine contains predictions for the future of various companies and sectors. However, no forward statement should be construed as profit forecast.

Funds Focus Corporate INTL takes an in-depth look at recent developments and some of the key organisations in the funds industry in a number of jurisdictions.

Editor: Phil Grainger philgrainger@corp-intl.com

Advertising: advertising@corp-intl.com 0121 237 8831

Contributor: Ryan Daff ryandaff@corp-intl.com

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June 2016 Corporate INTL

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NEWS&VIEWS

What the Panama Papers Leak Means For Web Security

One of the world’s largest data leaks, being referred to as the Panama Papers, is shedding light on offshore financing of some of the richest and most powerful people around the globe. The leak, which included more than 11.5 million files including emails, invoices and bank records, came from Mossack Fonseca, a law firm in Panama that is reportedly one of the world’s biggest creators of shell companies.

Jeff Longhurst, Chief Executive of the ABFA, says: “Unfortunately, for many SMEs in the manufacturing industry, waiting more than two months to be paid is now a normal state of affairs. During the recession some businesses looked to increase their payment terms in order to give themselves breathing space in the tough economic climate. Unfortunately, in many sectors there’s been a cultural shift and delaying payment to suppliers is now common practice. Larger businesses need to treat their smaller suppliers more fairly.

As with Edward Snowden, Wikileaks’ Julian Assange, Sony Pictures and Anat Kam, the initial focus with the Panama Papers is of course on the magnitude and fallout from the leak. But this is relevant to everyone. In all likelihood, when the onion is peeled back, what some are calling “the largest document leak ever” will come down to the failure to protect files and emails. Varonis VP of strategy and market development, David Gibson, can speak to this without touting products, as he’s lived it for a decade and talks to customers every day who are dealing with it. Doing anything at scale these days requires digital coordination and tracking, for good or ill, legal or criminal. Files and emails are the digital records of everything we do. This unstructured data tends to be what companies have the most of and know the least about. In its most recent analysis of risk assessments performed at potential customers, Varonis found more than 25% of shared folders in the average company aren’t locked down at all and are visible to everyone in the company. Mr Gibson comments: “Email servers tend to be one of the largest troves of valuable information. If you were spying on a company, the CEO’s mailbox would be a pretty fantastic place to see what was going on. One of the security challenges with email is that the most valuable mailboxes tend to be the least secured. This is because executives and law-firm partners often have assistants and other people that get access to their mailboxes – some even have banks of admins that all have access for long periods of time. Another security challenge with email is that mailbox activity is rarely logged or analysed, making it very difficult to spot abuse or theft. Lastly, Microsoft Exchange has ‘public folders’ where a lot of sensitive information can pile up, and a lot of companies don’t pay much attention to securing. If an assistant’s account gets compromised through phishing or password stealing, or if an assistant turns out to be acting maliciously, the contents of the executive’s mailbox can easily be compromised without detection.”

“Late and extended payment times are deep-rooted issues in the manufacturing industry. This doesn’t just impact on the business in question; they need to pay their own suppliers and so there is a cumulative negative effect down the supply chain. Late payment of invoices and other poor payment practices have a significant impact on the UK’s competiveness and ability to attract further investment to the sector. “The UK has a proud history in the manufacturing sector and substantial delays for payment hit SMEs particularly hard, threatening the very businesses that the UK’s industrial traditions have been built upon. “Across many sectors, there is also the wider issue of larger businesses taking advantage of their position and seeking to impose longer payment terms on their suppliers. This often leaves SME suppliers with little choice but to accept them or face losing a substantial proportion of their order book. Hopefully, with the introduction of a Small Business Commissioner, the situation is improving for SMEs as they will receive more assistance in disputes with larger businesses.”

Why don’t we protect files and emails better? We underestimate their value and vulnerability. We forget about them but rarely delete them. The recent spike in ransomware shows us how vulnerable unstructured data can be – ransomware advertises its presence to your end users after it encrypts your files, asking for a few bitcoins, and still organisations struggle to detect it before huge numbers of files are corrupted. Other threats often don’t reveal themselves until much later (if ever) and are far more costly to recover from.

The ABFA adds that it is the very smallest manufacturers (with turnover below £1m) who are hit hardest of all, seeing average payment waiting times increase from 69 to 71 days last year – over 14 weeks.

SME Manufacturers Forced to Wait Almost Twice as Long as Larger Rivals For Invoices to be Paid

First Names Group, a leading independent provider of trust, corporate and fund administration services, has chosen Touchstone CRM to implement their global CRM programme. It begins with the successful launch of a sales tool to manage contact information collaboratively for their intermediaries across the organisation.

Smaller UK manufacturers are forced to wait nearly twice as long as their larger competitors for invoices to be paid, research from the Asset Based Finance Association (ABFA) shows. The ABFA is the body that represents the asset-based finance industry in the UK and the Republic of Ireland. SME manufacturers waited an average of 67 days for invoices to be paid last year whereas the largest manufacturing businesses, those with a turnover over £500m, waited an average of just 38 days. The ABFA adds that the difference in waits for payment between SMEs and the biggest manufacturers has increased over the last year. The delay in SME manufacturers receiving payment remained level at an average of 67 days, contrasting sharply with the largest manufacturers who saw their average wait decrease by 9%, down from 42 days in the previous year. The ABFA suggests that the figures indicate the issue of late payment, and poor payment practices more generally, has become increasingly ingrained in business practice since the credit crunch and has now become endemic across many sectors. In addition to late payment, the ABFA explains that it is increasingly common for large businesses to seek to impose extended payment terms in contracts with their SME suppliers. 4

June 2016 Corporate INTL

Touchstone CRM Customises and Deploys Global CRM Solution For Award-winning Corporate Service Provider First Names Group

First Names Group has experienced exceptional growth in the last few years. Their success is largely due to their focus on long-term client relationships and a highly personalised approach, delivered by an experienced and expert global team. First Names Group selected the Microsoft Dynamics CRM platform, demonstrated by the Touchstone team. The cloud-based hosting was a key factor, ensuring that the latest Microsoft updates are installed seamlessly, for optimum future capability. Dynamics CRM’s wide range of off-the-shelf features offers a robust, secure and future-proof solution that can grow crossfunctionally with First Names Group’s needs. A ten-day pilot project demonstrated conclusively that Microsoft Dynamics CRM could deliver all that First Names Group wanted. The follow-on implementation project to launch the sales tool was completed in four months. First Names Group’s focused project team worked with Touchstone’s consultants and developers to specify and customise the solution and migrate data securely. A phased rollout will equip 175 users with a mix of Microsoft Dynamics CRM basic and professional licences, saving First Names Group money by paying only for those capabilities required for the user’s role.


Matt Haynes, Group Business Development Director at First Names Group, said: “Touchstone’s team combined sector knowledge with CRM expertise, making communication of our needs easy. We valued their flexibility and responsiveness throughout the project, incorporating minor changes as we went along. The solution does what was promised.” Touchstone Project Manager and CRM Consultant Lucy Money added: “Because First Names Group has invested in three platforms – for development, testing and live – they have eliminated risk and can constantly improve and add features without any impact on everyday user operation. Microsoft Dynamics’ extensive out-of-thebox capability keeps bespoke coding to a minimum, so the business development benefits are realised in a short timeframe. First Names Group’s approach has been exemplary, with high-level sponsorship and dedicated staff working alongside Touchstone team members to achieve a smooth and successful deployment.”

FBI: $2.3 Billion Lost to CEO Email Scams CEO Fraud and spoofed e-mails have become ever more prevalent as we go through 2016, with hackers deploying more advanced scams and sneakier tactics than ever before. Following the warning issued by the FBI warning businesses that $2.3bn has been lost through CEO fraud since January, Lee Munson, Researcher at Comparitech.com, commented: “CEO Fraud is a real and growing threat for businesses of all sizes but there are many ways in which you, as an employee, can lessen the risk of becoming the next victim. The most important thing you can do is educate yourself on what to look out for.” According to Mr Munson, here are some tell-tale signs that the email you just received is attempting to defraud your company: • The sender of the message claims they are a newly appointed manager or director within an organisation you already do business with • They will know some basic details about you, having gleaned the information from social networking sites • The criminal behind the message will use language that prompts a swift reply – the less time you have to think, the more likely it is you will reply without taking the risks into consideration • If you don’t reply quickly, the sender will not be shy about sending a follow-up message to prompt you into complying • Just like other phishing emails, CEO Fraud is popular in the run up to the weekend – be especially wary of money transfer requests received late on a Friday afternoon, a time when the attacker knows your attention span will be at its lowest • While some fraudsters will spoof their email addresses to appear legitimate, many still rely upon generic accounts, so if you receive a message from director@gmail.com, ask yourself why a corporate email address was not used instead • Many spear-phishing emails employ poor grammar, feature simple spelling mistakes or use language that would not pass a large corporate’s legal and communications teams – take such issues as the red flags they almost certainly are.

UAE Research Programme for Rain Enhancement Science Receives Increased Interest from 398 Scientists Submitting 91 Pre-proposals in 2nd Cycle His Highness Sheikh Mansour Al Nahyan, Deputy Prime Minister of the UAE and Minister of Presidential Affairs, has commended the high level of interest from around the world for the UAE Research Programme for Rain Enhancement Science that aims to increase rainfall in arid and semi-arid regions and promote water security. The Programme received 91 submissions from 398 researchers affiliated to 180 institutes from 45 countries. It witnessed a widened geographical participation, including academicians from countries including Austria, Azerbaijan, Belarus, Belgium, Canada, Colombia, Egypt, Georgia, Hungary, Mexico, Qatar, Saudi Arabia, Serbia, Sweden and Turkey.

submissions from Russia, India and the United Kingdom numbered 7, 5 and 4 respectively, followed by Germany, Italy and Egypt. In the coming months, submissions will be evaluated by an international reviewers committee. Shortlisted candidates will be announced on May 17. The close of deadline to submit full proposals will be midnight of August 17, 2016. In its first cycle, the Programme drew the participation of 325 scientists from 34 countries, affiliated to 151 organisations. Research teams from Japan, UAE and Germany – led by professors Murakami, Zou and Wulfmeyer – were named awardees of the first cycle.

New Banking Malware Steals $4 Million From US Banks In Three Days Last month Forbes broke the news that researchers at IBM have discovered a new piece of malware that has stolen $4 million from more than 24 American and Canadian banks in just a few days. The hackers combined code from two malware types, known as Nymaim and Gozi, to create GozNym, a Trojan both persistent and powerful. Numerous credit unions and popular e-commerce platforms were also said to have been targeted. Fraser Kyne, regional SE director at Bromium, offered: “This is yet more proof of the inadequacy of existing defences, and the futility of detection. These attacks will continue to grow, as they clearly work. Unless we move towards robust systems that can protect themselves by design, then we will continue to operate in a world where we are woefully ill-equipped to defend ourselves. The only meaningful model of defence is hardware-isolation through virtualisation. It is not theoretical: it’s real and it’s already being used to provide robust protection for the enlightened organisations who realise that it’s the only practical way forwards. These businesses will see these types of attacks, and simply shrug and say ‘this won’t hurt us’.”

New EU Rules to Make Multinationals Transparent About Tax Professor Crawford Spence of Warwick Business School commented: “This latest initiative from the EU is a small, but important step towards ensuring that multinational companies pay their fair share of tax. Greater transparency, in the form of country by country reporting of revenue and tax payments, is on its own an insufficient condition for recouping greater amounts of tax from companies. After all, companies could be transparent about paying very little tax yet continue not to pay it. “However, transparency is a necessary condition for reform of the tax system – without transparency it would be impossible to shame companies into paying more. Of course, these sorts of initiatives have a bigger impact on consumer-facing organisations whose brand everybody recognises, such as Google and Starbucks. “There are a lot of other large companies who are not consumerfacing and so will be less concerned about public opinion. For those organisations, transparency will have a small impact on how they conduct their tax affairs.”

Lauding the progress registered by the Programme, His Highness Sheikh Mansour Al Nahyan said: “The UAE continues to prompt cooperation among the world’s leading researchers to find alternatives to addressing the pressing challenges of water security. The UAE Research Programme for Rain Enhancement Science demonstrates the nation’s commitment in emerging as a hub for international scientific collaboration, innovation, and excellence in the field of rain enhancement science.”

UK Inflation Rate Rises to 0.5%

He added: “The global attention that surrounds this initiative is a validation of the UAE’s leadership in embracing scientific research as a key pillar of the country’s innovation strategy.”

“The only anxiety is that a main cause of the upturn is an increase in air fares, attributed by the ONS to the timing of Easter. An alternative explanation is that it might be an early warning of further rises in fuel prices that account for around a third of airline costs, and which are beginning to show at the pumps. If so, fears of rising inflation in a stagnating economy might return.”

Among the 91 pre-proposals this year, the United States topped the list with 16 submissions, closely followed by the UAE with 11. Other

Ben Knight, of Warwick Business School, is an economist and Professor of Practice in the Economic Modelling & Forecasting Group. Regarding the UK inflation rate rising to 0.5%, Professor Knight noted: “Although modest, this rise in inflation will help to dampen fears of a damaging deflation of prices – and that is good news for the UK economy.

June 2016 Corporate INTL

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GfK | Consumer Confidence Stalls at Zero Do Brexit jitters explain 18-point fall since March 2015 in sentiment over future prospects for general economy? GfK’s long-running Consumer Confidence Index remained at zero in March. Two of the measures used to calculate the Index saw decreases this month, with one measure showing an increase and the remaining two measures staying the same.

What Corporate Strategists too Often Get Wrong CEOs and their staff must ask themselves if there are good reasons for taking certain paths and avoiding others. A new book by Professor Phanish Puranam from INSEAD and Professor Bart Vanneste from UCL School of Management provides these corporate strategists with the tools needed to understand the alternatives that lie behind major strategic choices. Based on over two decades of research and teaching in the world’s leading business schools, Corporate Strategy: Tools for Analysis and Decision-Making modernises the typical textbook format by focusing on decisions, rather than theories. The authors tackle the big decisions that determine whether multibusiness companies thrive or falter. These include the choice between retaining or divesting businesses, inorganic or organic growth, mergers/acquisitions or alliances, and directive or evaluative control by headquarters.

Joe Staton, Head of Market Dynamics at GfK, says: “Are we seeing Brexit jitters at work now? Whilst UK consumers remain resolutely upbeat about their personal financial situation, even showing a +1 point increase this month when asked about expectations for the year ahead, concerns about prospects for the general economic situation continue to dampen our mood. Looking at how consumers see the wider economy developing over the next 12 months, we are 18 points lower this month than in March 2015. So, despite good economic headlines about low inflation, interest rates and prices in the shops, concerns about Brexit and the ongoing Eurozone crisis appear to be hitting home.” UK Consumer Confidence Measures – March 2016

“Too often, corporate strategists are led by their professional advisers into the consideration of a particular industry, acquisition target, or alliance partner, as vital to their growth plans. It’s a bit like facing the magician who forces you to pick the card he wants you to pick. Strategists – by which we mean CEOs and their staff – must know how to take a sophisticated look at the roads not taken. By asking the right questions, they must figure out of if there were indeed good reasons for avoiding them,” says Phanish Puranam, who holds the Roland Berger Chair Professorship in Strategy and Organisation Design at INSEAD. “Decisions about corporate strategy are some of the most – if not the most – consequential decisions that CEOs of multi-business firms can take,” says Bart Vanneste, Associate Professor in Strategy at UCL School of Management. “Since the competition for the CEO is a mutual fund manager who can assemble similar portfolio of businesses, the only way to survive in today’s markets is for a CEO to get the corporate strategy right. Making sure that individual businesses do well, is quite often not enough.” The book, which is now available on Amazon, combines the latest thinking on designing organisations with corporate finance – both key ingredients for a corporate strategist, but which rarely appear together in contemporary books on the topic.

World’s Top Engineers Call for Protection of Research and Development Funding Some of the world’s leading engineers and business people – all members of the Queen Elizabeth Prize for Engineering’s trustee board and judging panel – have penned a letter in The Times of London, calling on global governments to preserve education and Research and Development (R&D) spending across their respective countries. This letter marks the opening of public nominations for the 2017 QEPrize winner and Her Majesty The Queen’s 90th birthday. Within the letter the judges and trustees reflect on Her Majesty’s life and the role engineering and technology has played in it over the last 90 years. The 250 word letter has been signed by the QEPrize judges and trustees, comprising academics, business leaders and heads of engineering associations from the UK, Germany, America, Japan, India, Switzerland and Singapore.

The Overall Index Score is unchanged this month at zero. Personal Financial Situation The index measuring changes in personal finances during the last 12 months has decreased by one point this month to +4; this is six points higher than March 2015. The forecast for personal finances over the next 12 months has increased one point to +9 this month; this is two points higher than March 2015. General Economic Situation The measure for the General Economic Situation of the country during the last 12 months is unchanged this month at -10; this is 11 points lower than March 2015. Expectations for the General Economic Situation over the next 12 months are unchanged this month at -12; this is 18 points lower than this time last year. Major Purchase Index The Major Purchase Index has decreased one point this month to +11; this is two points higher than this time last year. Savings Index The Savings Index is unchanged at -2; which is four points higher than March 2015 6

June 2016 Corporate INTL

Collectively the 18 signatories cite engineering as a driver of productivity and emphasise technology’s increasing impact on human life as a reason for safeguarding education and R&D funds. “We collectively appeal to those who control government budgets for education, research and development to protect funding for the next generation of engineers, even in these straitened times. Their work will sharpen our vision of the future and drive greater productivity for the next 90 years.” Lord Browne of Madingley, Chairman of the Queen Elizabeth Prize for Engineering Foundation, said: “In order for governments to reap the benefits from engineers they need to protect their research and development budgets. Through protecting this investment, engineers will be empowered and able to continue solving the world’s greatest challenges. Some of these engineers may go on to be the next QEPrize winner, but if not, they will at the very least provide their governments with more vital skills, goods and services which can be exported or traded to benefit their country.” Professor Sir Christopher Snowden, Chairman of the judging panel, added: “There is currently a skills deficit in the number of engineers coming out of the education system across all our countries. We need to protect STEM education’s funding, and encourage those who shape primary and secondary education to allow more children to learn through a more hands-on approach, applying their formal academic knowledge and developing the necessary skills to grow into the engineers and scientists of tomorrow.”


How Do Energy Costs Affect Competitiveness of UK Steel? The UK’s steel industry is facing a number of pressures. The collapsing price of steel – which is, in part, being driven by the ‘dumping’ of Chinese steel in European markets – is placing huge competitiveness pressures on the UK’s steel industry. However, the UK’s energy and climate policies have exacerbated the problems faced by the UK’s steel industry by burdening the UK with punitively high electricity prices. Energy constitutes a significant portion of costs for energy intensive industries. Although grid electricity accounts for a smaller proportion of operating costs at blast furnaces specifically, electricity is hugely important for steel operations in general. This includes electric arc furnaces and a number of downstream processes that Tata Steel and other steelmakers operate in the UK. Energy accounts for between 20 – 40% of the cost to produce steel, according to the World Steel Association. This is a situation that industry has been warning the government about for a considerable time, and electricity prices are set to increase even further over the coming decade. For example, last year the manufacturing body EEF warned that large industrial energy consumers between 2014 and 2020 face a 47% increase in electricity prices. More recently, EEF highlighted the detrimental impact of the UK’s unilateral Carbon Price Floor (CPF), which is estimated to cost energy consumers £23 billion from 2013 to 2020. Furthermore, Liberty Steel has recently said that high energy costs and insecurity of energy supply in the UK could force it to move their factories abroad. Europe as a whole is suffering from uncompetitive energy prices. International Energy Agency figures show that average European industrial consumers pay twice as much for their power as their counterparts in the United States. The situation for the UK is even more concerning. Out of all EU member states, the UK’s energy intensive industries face the highest electricity prices.

Alltech Continues to Invest in Future Dairy Industry Leaders

Global animal nutrition company Alltech has announced the launch of its 2016 Alltech Dairy Career Development Program (DCDP) with an investment of approximately $1 million USD. The programme offers exciting opportunities for seven high-calibre European university graduates wishing to specialise in the dairy industry. Although dairy markets remain challenging globally, Alltech continues to invest in this unique programme. The Alltech DCDP aims to cultivate future industry leaders who have practical experience, increasing dairy farm profitability through the use of innovative nutritional technologies to improve animal health, welfare and productivity. In operation since early 2012, the Alltech DCDP values long-term talent development and continues to contribute a stream of dedicated individuals to the organisation. The programme is headed by Dr Aoife Lyons, director of educational initiatives at Alltech. “Graduates recruited today will make the strategic decisions of tomorrow,” said Ms Lyons. “The approach Alltech will be taking is not just to instruct and share knowledge, but to show the graduates the route of experiential learning. The hands-on programme allows graduates with a passion for dairy farming to develop solutions for emerging industry issues and make their stamp on the industry.” Successful candidates will learn from exposure to best-in-class dairy production operations while working on exciting nutritional dairy innovations. Candidates will also receive in-depth training in US-based Alltech’s pioneering dairy nutrition system and will have the opportunity to work directly with some of the most progressive dairies throughout the world.

The Lifetime ISA is a Triumph – and it Can Be Even Better Source: EIUG Why are UK electricity costs so uncompetitive? A series of energy and climate measures have added to the cost of electricity for industrial users. This includes costs of schemes such as the EU-wide ETS, but also the costs of the government’s unilateral CPF, which currently sets a price of carbon that is four times the level of the EU price. The costs of climate measures are expected to grow for industry, and by 2030 the impact of these policies will collectively add 66% to the costs of electricity for industrial users, according to the Department for Energy and Climate Change. Has the government tried to mitigate these costs for the steel industry? The government has implemented an energy-intensive compensation scheme, which is targeted at steel and other energy intensive groups. There are a number of issues with the scheme, particularly as it does not fully compensate industry for the costs of climate measures. State-aid rules mean that the full costs of climate policies cannot be mitigated and the scheme does not currently cover all elements of climate policy. There is also no guarantee that the compensation scheme will be extended beyond the spending review period, which offers the industry uncertainty for the future. As part of the package of measures for energy-intensive industries and manufacturing in the UK more broadly, the government should seek a re-think on energy policy. This should include a review of how climate policies more broadly are impacting on British manufacturers – rather than pursuing the comparatively ineffective policy of compensating energy intensive industries for the costs. Moreover, substantial shale production could reduce costs for energy intensive industries. The House of Lords Economic Affairs Committee was clear about the danger of delays in shale exploration to energy-intensive industries. They said: “If the UK does not develop its shale resources in a timely fashion, it runs a serious risk of losing the energy-intensive and petrochemical industries which depend on competitively priced energy and raw materials.”

The introduction of the Lifetime ISA, as first proposed by the Centre for Policy Studies, is a triumph for savers, Generation Y in particular, and the continued supremacy of the UK’s financial services industry. However, the government must now act to ensure that the full benefits of the Lifetime ISA can be realised. In a new report The Lifetime ISA: Potential Next Steps, published by the Centre for Policy Studies on Saturday 2 April, Michael Johnson sets out six specific proposals to broaden the appeal of the Lifetime ISA, summarised below: 1. Double the contributions bonus rate from 25% to 50%. 2. Double the contributions cap (to £8,000). 3. Introduce a default fund. 4. Build a bridge with Cash ISAs, to encourage a culture of “investing” rather than cash “saving”. 5. Assimilate today’s Child Trust Funds and Junior ISAs into the Lifetime ISA, to simplify the savings landscape for children. 6. Introduce stock dividends as the default (i.e. rather than cash, subject to availability), to help savers harness the positive power of compounding. Michael Johnson comments: “With its upfront incentive and ready access to funds, the Lifetime ISA combines within a single savings vehicle some of the attributes of today’s ISAs with those of pensions savings: a savings chameleon. Crucially, the saver, not the industry, will be in control. The tax treatment of pre-60 withdrawals will be ISA-like (bar the 5% penalty), whereas post-60 withdrawals will be tax-free and permit the saver to retain the upfront incentive. The Lifetime ISA should provide some competition to the private pensions arena. But, hopefully, this is only the first step towards merging the disparate worlds of ‘pensions saving’ and ‘saving’ into a single, coherent framework. Ideally, a Workplace ISA, encompassed in the auto-enrolment legislation, will similarly provide competition to occupational pensions.” June 2016 Corporate INTL

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PEOP L E M OV E S Global Banking Specialist Joins Tungsten’s Leadership Team Tungsten Corporation has appointed Prabhat Vira as President of Tungsten Finance, the supply chain finance arm of the business. Bringing more than 30 years of global banking experience to the team, his appointment further strengthens Tungsten as it implements its ambitious growth strategy to become the world’s most trusted business transaction network. Mr Vira has held senior positions in banking businesses across the world, including roles in London, New York, Amsterdam, Singapore and India. He arrives from HSBC, where he served as the Global Head of Strategic Transformation and Regional Head North America for HSBC’s Trade & Receivables Finance business, responsible for transforming their business, building sustainable programmes and securing new revenue streams. Prior to that, he headed up RBS and Citizen Bank’s transaction banking business for the Americas, leading, motivating and energising a team of 380 trade finance and payments specialists across the Americas. As President of Tungsten Finance, Mr Vira is working closely with Richard Hurwitz, the CEO of Tungsten Corporation, to develop a radical ‘100-day plan’ which will shape his strategy for the business. He will lead Tungsten’s supply chain and receivables finance offering and will build on the launch of the Tungsten Early Payment service that enables suppliers to, at the click of a button, get approved invoices paid early. Mr Vira said: “I am extremely excited to be joining Tungsten at such a significant time for the business. I have substantial experience in building financial operations across the world and pioneering change throughout organisations. Within the myriad of alternative funding options on the market, we have an amazing opportunity to leverage technology and analytics to position Tungsten at the forefront of the industry. Our Early Payment service, in particular, offers unparalleled easy-to-use flexibility for suppliers and my mission is to enable more companies to realise its potential for maximising cash flow.” Richard Hurwitz, CEO, commented: “Digital transformations are changing how businesses operate and opening up innovative new ways to secure finance. Tungsten is driving such change and Prabhat’s arrival provides us with the experience and leadership to accelerate adoption of our distinctive financing offerings.” Tungsten is a global e-invoicing provider, increasing efficiencies in the invoicing process and delivering cost savings. In addition, it offers early payment as a form of alternative finance, helping to maintain a solid financial supply chain.

NavAds Hires New COO; Announces Partnership with Advice Local NavAds BV (@NavAds), the leading provider of location content to the databases that power the navigation and mapping industry, has announced the hiring of Johan Van Vulpen as the company’s new chief operating officer. Van Vulpen will further develop and structure NavAds’ rapidly growing operation. “I am delighted to welcome Johan to the NavAds executive team,” said Lex ten Veen, CEO, NavAds BV. “His expertise and leadership will be instrumental as we continue to advance our global growth strategy.” An impassioned entrepreneur and innovator, Mr Van Vulpen brings a proven ability to build scalable technology companies along with value for stakeholders. He is former CEO and co-founder of Greetz, a leading ecommerce business for personalised greeting cards and gifts. “NavAds is an amazing company, servicing great global customers and growing rapidly,” said Mr Van Vulpen. “I am very excited to work with the NavAds leadership team to extend the product portfolio and expand our global footprint.” NavAds also announced a new partnership with leading local digital marketing software and services provider Advice Local (@Advice_Local). Through the partnership, Advice Local will publish its business listings data to NavAds’ global mapping and navigation channels, ensuring Advice’s clients around the world will be visible in all major mapping platforms. “We are excited to be partnering with an industry leader like Advice Local to extend its digital marketing and SEO solutions suite to the navigation channel,” said Gideon Rubin, chief strategy officer, NavAds. “The partnership will provide access to NavAds’ fully global solution, resulting in a more comprehensive experience for Advice Local’s increasingly global client base.” “As we forge deeper into the always-connected mobile era, accurate company data becomes even more important to our overall solution to solve the ever-growing problem of bad location data,” said Bernadette Coleman, president and CEO, Advice Local. “This is why we have decided to partner with NavAds, the leading provider of location content to the mapping industry. This new partnership represents our belief that the future of accurate mapping and navigation data requires a real-time intelligent solution so that our clients have the best possible product available today.” This latest announcement was made during last a recent LOCALCON conference in London, where NavAds’ Rubin is scheduled to speak about ‘Technologies Generating New Business Models and Success’, with a focus on new technologies changing the local advertising landscape and emerging opportunities for businesses with a physical location. Founded in 2009, Advice Local offers superior local digital location management technologies and services to SMBs, channel partners, agencies and national brands. Today the firm helps more than 300,000 business locations reach mobile consumers across a network of over 200 directories, search engines, online profiles, apps, mapping solutions and social media partners, including Google, Bing, Facebook, Foursquare, Yahoo and Yelp. Its local search technologies and agency services will enable millions of businesses to tap into the power of accurate location data that drive face-to-face and digital interactions intended to boost customer engagement, build audiences and increase sales through an all-inclusive white-labeled SaaS based dashboard and marketing platform. NavAds BV is the leading provider of location content to the mapping databases that power the entire navigation and mapping industry. Through strategic relationships with the principal map development companies, including TomTom, Apple and HERE, NavAds offers a single source service to ensure that location content is pushed directly into the core mapping databases of named map providers. With extensive experience in the location marketing arena, NavAds helps customers achieve optimal visibility in mainstream navigation devices, today and in the future. Founded in 2006, NavAds serves Fortune 1000 firms and global corporations.

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June 2016 Corporate INTL


People Moves Europe Sends Four Journalists to IFAJ-Alltech Leadership Programme in Germany Four European agricultural journalists were selected for the 2016 IFAJ-Alltech Young Leaders in Agricultural Journalism Award. The winners chosen for this year’s 11th annual award include: Caroline Stocks, a freelance journalist from the UK; Anette Tjomsland, a communication adviser at the Norwegian Institute of Bioeconomy Research, Norway; Lukas Weninger, an editor at top agrar, Austria; and Dorien Colman, an agricultural journalist at Landbouwleven, Belgium. The award supports the winners’ participation in the International Federation of Agricultural Journalists (IFAJ) Congress and an intensive boot camp-style workshop. This year’s boot camp will take place July 11–12, prior to the IFAJ Congress in Bonn, Germany. “Year after year, we continue to see the best and brightest in agricultural journalism from around the globe receive this award,” said Dr Pearse Lyons, president and founder of Alltech. “Congratulations to these four exceptional candidates from our European region as they exemplify the skills and dedication needed to communicate and connect farm to fork.” The IFAJ-Alltech Young Leaders selection process involved a written submission, a critique of the candidate’s leadership potential, a demonstration of leadership abilities and a narrative explaining his/her desire in being involved in the programme. Stocks, who writes for the UK’s leading farming and mainstream national media, started working for a business magazine publisher after graduating from university. She went on to work as a news editor for Farmers Weekly, the UK’s leading farming title, where she specialised in writing about UK and European agricultural politics. After being awarded a Nuffield Farming Scholarship in 2010, in which she investigated agricultural communications with a focus on social media, she decided to set up her own freelance journalism and communications agency. Tjomsland is a communication adviser at the Norwegian Institute of Bioeconomy Research (NIBIO). NIBIO carries out research on food production, forestry, biotechnology, plant health, environment, natural resources, geography and statistics. She is very interested in global food and water issues, and spent five years working with communications in different NGOs. Among them are the Development Fund, which supports small-scale farmers in their fight against hunger and poverty, and the International Water Association. Weninger, an editor at agricultural magazine top agrar, Austria, completed his agricultural studies at the University of Natural Resources and Life Sciences, Vienna in 2014. Weninger specialises in topics such as arable farming, plant production, agricultural engineering and farm management. He also runs an arable farm in a mixed wine-growing region in lower Austria, north of Vienna. Colman is an agricultural journalist at Landbouwleven, the main publication for farmers in Belgium, in the Dutch-speaking part of the country. After receiving a master’s degree in bioengineering and another one in journalism, she finally arrived in agricultural journalism. Colman made it her mission to arm farmers with hands-on information about new models and innovations to cope with today’s challenges. Nearly 100 young journalists have received the award and strengthened their communication skills in the agricultural journalism sector since the programme first began in 2005. Alltech improves the health and performance of people, animals and plants through nutrition and scientific innovation, particularly yeast-based technology, nutrigenomics and algae. With nearly 100 manufacturing sites globally, Alltech is the leading producer and processor of yeast and organic trace minerals, and its flagship algae production facility in Kentucky is one of only two of its kind in the world. The company’s guiding ACE principle seeks to develop solutions that are safe for the Animal, Consumer and the Environment and is actively supported by more than 4,700 team members worldwide. Alltech is also the only privately-held company among the top five animal health companies in the world. This is a source of competitive advantage, which allows Alltech to adapt quickly to emerging customer needs and to stay focused on advanced innovation and long-term objectives. Headquartered just outside of Lexington, Kentucky, USA, the company has a strong presence in all regions of the world.

Caroline Stocks, a freelance journalist from the UK, was selected for the 2016 IFAJ-Alltech Young Leaders in Agricultural Journalism Award.

Anette Tjomsland, a communication adviser at the Norwegian Institute of Bioeconomy Research, Norway, was selected for the 2016 IFAJ-Alltech Young Leaders in Agricultural Journalism Award.

Lukas Weninger, an editor at top agrar, Austria, was selected for the 2016 IFAJAlltech Young Leaders in Agricultural Journalism Award.

Dorien Colman, an agricultural journalist at Landbouwleven, Belgium, was selected for the 2016 IFAJ-Alltech Young Leaders in Agricultural Journalism Award.

Waterman Launch Building Services Team in Birmingham UK-based Waterman Group is pleased to welcome Richard Wilson as the new director of building services to spearhead their business interests in Birmingham and the Midlands region. Wilson joins Waterman from Midlands-based MEP consultancy Couch Perry Wilkes, where he spent the past 15 years. He has a wealth of design and contracting experience with specialist knowledge in healthcare and manufacturing. Neil Lewis, Managing Director of Waterman Building Services, commented: “I am delighted to welcome Richard aboard. His appointment will play a key role in our strategic plans to launch a strong building services business in the region. This is an exciting time for us with great growth potential to further develop our presence in this field.” Waterman has had a presence in Birmingham for more than 30 years and the team has provided engineering and consultancy services on many high-profile projects across the Midlands including Grand Central Birmingham, Bull Ring Birmingham, Touchwood Solihull, MIRA, Telford Shopping Centre, West Midlands Highways Alliance, Elliot’s Field Retail Park and the Manufacturing Technology Centre at Ansty Park. The most recent is the Temple Court office development for Legal & General, now starting on site. Waterman Group is a multidisciplinary consultancy providing sustainable solutions to meet the planning, engineering design and project delivery needs of the property, infrastructure, environment and energy markets. Founded in 1952 and listed on the London Stock Exchange since 1988, Waterman has grown into a leading engineering and environmental consultancy with offices throughout the UK, Europe and Australia. Waterman works with government agencies, local authorities, government-regulated industries and private sector clients to provide innovative, sustainable and economic solutions across a wide spectrum of business activities. The firm has extensive experience in property and buildings, environmental consultancy, power and energy, roads, highways and rail infrastructure, urban and regional planning. Award-winning teams provide professional services throughout the complete life-cycle of the asset starting from initial surveys and concept planning, through to design, delivery, project management, supervision and ongoing maintenance.

June 2016 Corporate INTL

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People Moves

Suresh Bollapragada Joins DarkMatter as Vice President of Systems Engineering DarkMatter, an international cyber security firm headquartered in the UAE, has appointed Suresh Bollapragada to the role of Vice President of Systems Engineering, where he will be responsible for security of communication platforms, including mobile phones. Mr Bollapragada has over 20 years of impressive experience in software and system engineering from a number of blue chip technology companies, with his expertise encompassing security technology and networking. He possesses extensive credentials in system software, networking, ARM (Reduced Instruction Set Computing - RISC) and Systems-on-Chips (SoC) architectures, as well as end-to-end (E2E) products. Prior to joining DarkMatter, Mr Bollapragada was Senior Director Engineering in Qualcomm’s Chipset Division in San Diego, where he was responsible for security system architecture, SoC security roadmap, software development and commercial deployment of mobile devices running Android, Windows and modem products. Before joining Qualcomm, Mr Bollapragada was Senior Software Architect at Astute Networks in San Diego, where he was responsible for software/system architecture and development of protocol stacks for Pericles 10Gbps Intelligent Network Processor. Pericles is a parallel processor architecture with 10 embedded RISC cores and supports hardware for accelerating stateful protocols. Mr Bollapragada also enjoyed roles in software engineering at RC Networks and Hughes Network Systems, with a highlight of his career being his pioneering role in the launch of TrustZone, a hardware-based security application built into SoCs by semiconductor chip designers to provide secure end points and roots of trust. While at Qualcomm, Mr Bollapragada built a 75+ person security engineering group to develop security technologies on Qualcomm Snapdragon and Qualcomm modem chipsets, which are included in top-tier mobile devices including the iPhone, Samsung Galaxy series, Google Nexus, Android devices, Microsoft Windows Phones, Nokia and Blackberry devices. Mr Bollapragada holds a Master of Computer Science degree from the University of California, San Diego and a Bachelor in Technology (Hons) Degree in Computer Science and Engineering from the Indian Institute of Technology in Kharagpur. He graduated from both institutions with honours. Already a trusted partner to Governments and critical entities, DarkMatter is staffed by tier one international cyber experts who develop, manage and deploy the most innovative technologies. Solutions adhere to the company’s Cyber Security Life-Cycle, which incorporates a four-stage approach involving planning, detection, protection and recovery, and reinforces its secure business solutions. DarkMatter is leveraging this experience in the wider market as it looks to serve regional and international clients. The company provides a complete portfolio of cyber security solutions and services to organisations that have sophisticated security requirements, from governments and infrastructure operators to large corporations.

First Protocol Announces New President of Managed Services, Barry Richards As former president of Grass Roots’ New York Office, it is said that this key hire will drive strategy and accelerate growth. First Protocol, a leading international events agency operating from offices in New York, London, Los Angeles and Singapore, today announced Barry Richards, acclaimed meeting and events executive, will join the agency as President of the firm’s managed services division. The hiring of Mr. Richards and the expansion of the managed services division further bolster First Protocol’s market assertion as an international events leader. “First Protocol believes in providing the very best event delivery, strategy, creative solutions and innovative experiences to companies around the world,” said Maureen Ryan-Fable, CEO Americas at First Protocol. “We have known Barry and worked with him for a number of years and are thrilled to be incorporating his skills and expertise to help us continue to deliver world-class solutions for our clients.” While based in the US, Mr Richards will also lead account growth in the UK, overseeing the firm’s managed services and expanding the agency’s event resourcing capabilities and ability to seamlessly integrate with client teams onsite. These resourcing solutions allow clients to outsource a portion or all of their event functions directly to First Protocol to manage. The agency currently provides these services for three leading global financial institutions. This integrated approach, and the data and benchmarking that underpin it, are unique offerings of First Protocol. “I am very excited to help drive First Protocol’s growth trajectory, and in particular to help expand the existing managed services model to offer a range of services that seamlessly integrate into our clients’ event lifecycles and support their changing meetings and event needs,” said Mr Richards. “As someone who is passionate about delivering exceptional event experiences, I also look forward to joining a team of people who share that vision.” Prior to joining First Protocol, Mr Richards spent nearly 10 years with Grass Roots, a company he took from a start-up to a full service meeting and events agency in the US, which was on the 2014 and 2015 Inc. 5000 lists of fastest-growing privately held companies in America. Mr Richards is a finalist in the 2015 EANYC & SmartCEO Deals of Distinction awards, which honours innovative business leaders and deal-makers from the Greater New York City region who have a unique story to tell about a business transaction and/or partnership that made a significant impact on the company’s success. He also sits on a number of executive advisory boards for major hotel brands, industry associations and the New York CEO community. First Protocol, which celebrates its 20-year anniversary this year, specialises in the design and delivery of high-quality, live events for some of the world’s most iconic companies, from financial services to technology to automotive. The hire of Mr Richards further complements First Protocol’s full-service offerings in strategy, content development, managed services and creative direction. Founded in 1996, First Protocol is an International Events Agency with offices in New York, London, Los Angeles and Singapore. First Protocol provides world-class event delivery, creative development and technical production for a wide range of clients and international brands. First Protocol clients span many industries including financial services, aerospace, technology, medical, automotive, media and the non-profit sector. 10

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People Moves

Henrik Edlund Joins Futurice Sweden as Managing Director

David Jukes Named President of Univar USA and Latin America, Chris Oversby to Lead Univar EMEA David Jukes has been named Executive Vice President, and President of Univar USA and Latin America, effective June 1, 2016. The announcement was made by Erik Fyrwald, President and Chief Executive Officer, to whom Mr Jukes continues to report.

Founder and Senior Adviser Matti Jylha and new Managing Director Henrik Edlund anticipate continued rapid growth for Futurice Sweden. International digital services and consulting agency Futurice continues to conquer the European market with an important hire for Sweden. In keeping with the tradition of being truly local with all sites, Futurice Sweden’s new Managing Director, Henrik Edlund, has over a decade of experience working in the Swedish market, delivering world-class digital craftsmanship. “Futurice Stockholm’s story started in the summer of 2015 and now, nine months later, we are taking an important step by bringing on board the talent and leadership of Henrik Edlund. Henrik will steer our Swedish site into the future and establish its ties to the design, technology and business communities here in Stockholm,” says Matti Jylhä, Founder, of Futurice Sweden. Mr Edlund has a strong background in leading creative and technology talent at companies that operate at the forefront of digital transformation, as well as experience working hands-on as a service designer. He is ideally suited to work as a part of an international 300-strong team of design, software, data and digital business talent from more than 20 countries. “The diversity of really talented people and ways of working are the things that attracted me to Futurice. I am looking forward to leading the intersection between tech and design, helping our clients and Futurice Sweden grow,” Mr Edlund says. In just nine months Futurice Sweden has grown to include a dozen experts, who are designing and delivering complete digital customer journeys, helping companies bring their digital businesses up to speed and building truly digital organisations. “Stockholm is a great place for us and Sweden a source of inspiration in digital development. At the same time, we also see a clear market need for a player with experience from global clients and forward-thinking ventures. Having worked with clients like BMW, Volkswagen, Nespresso and Nordic Choice Hotels, I think we will fulfill this need,” says Mr Jylhä, laying out the road ahead for Futurice’s newest site. Futurice is a growing international company that designs and builds innovative digital services for companies in a wide variety of industries ranging from start-ups to fintech to energy industry. Since 2000, the company has created more than 1000 digital services with over 200 customers with offices in Berlin, London, Stockholm, Munich, Tampere and Helsinki.

In addition to his current leadership role for Latin America, Mr Jukes will now have overall responsibility for managing Univar’s commercial and supply chain operations in the US. He will be responsible for further strengthening the company’s capabilities to serve customers and suppliers by focusing on organic growth opportunities in target end markets and driving operational excellence initiatives across the organisation. He will relocate to Univar’s corporate headquarters in Downers Grove later this year. “David has proven himself a strong people-, customer- and supplierfocused leader,” said Mr Fyrwald. “He brings over 35 years of international chemical distribution experience, and most recently has successfully led the turnaround of our businesses in Europe, the Middle East and Africa. We look forward to leveraging his experience and leadership as we focus on growth within our largest geographic operating segment.” In a related move, Chris Oversby has been named to a new role as President, Univar Europe, Middle East and Africa (EMEA). Oversby continues to report to Fyrwald and will relocate to Univar’s main European office in Chertsey, Surrey, UK, later this year. “Chris has a long successful history in the chemical industry and has helped step-change our position in the oil and gas market,” said Mr Fyrwald. “Chris’ deep commercial knowledge and global experience gives him the right perspective and abilities to focus on growth while continuing to drive execution with our EMEA leadership team.” Mr Jukes joined Univar in 2002 and has served as President of Univar EMEA since January 2011, and President of Latin America and Asia Pacific since September 2015. Previously, he served in numerous leadership roles within the organisation, including Vice President, Sales and Marketing, EMEA; and Regional Director of Univar UK, Ireland, the Nordics and Distrupol. Prior to joining Univar, Jukes was Senior Vice President of Global Sales, Marketing, and Industry Relations, for Omnexus, a plastics industry consortium e-commerce platform. He is a graduate of the London Business School. Mr Oversby joined Univar in November 2012 as President, Global Oil, Gas and Mining. Prior to joining Univar, he served as Vice President and General Manager for the Oil and Mining Services division at Clariant AG., a leading global specialty chemical company, and also spent 25 years with Baker Hughes Incorporated, where he served in several senior leadership positions, including Vice President, Marketing, Technology, and Business Development, for the Baker Petrolite Division. Oversby holds an MBA with Merit from Leeds University Business School, and has completed executive programmes at Stanford University and Harvard Business School. He is a Chartered Chemist, Member Royal Society of Chemistry. Founded in 1924, Univar is a global distributor of specialty and basic chemicals from more than 8,000 producers worldwide. Univar operates more than 800 distribution facilities throughout North America, Western Europe, the Asia-Pacific region, and Latin America, supported by a global network of sales. June 2016 Corporate INTL

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How to Build and Lead Your Business Author: Kate Mercer, co-founder of Leaders Lab and author of ‘A Buzz in the Building’ One of the ironies of organisational life is that the better you are at doing the job at the lower levels, the more likely it is that you’ll be moved up the organisational ladder to a level where you no longer do it. The world is full of good teachers who are now writing plans and attending meetings as head of a school or college, great bench scientists who spend their days on regulatory controls and budget sheets, and talented engineers who no longer see the inside of a machine from one end of the year to the next.

As a business leader you may find there’s no real call for you to do the work you started out doing any more. What’s going on? As you rise up your organisation (or it grows beneath you), the balance shifts. When you started, you probably spent 90% of your time on your research, your software development, your teaching, or your work on the shop floor. Now you are a middle or senior manager the balance shifts, so that you should be spending more than 50% of your time on managing the organisation itself. To do your job properly, you now have to learn not to work in your business (if you are lucky, there are other people to do that) but, increasingly, on it. The idea of working on as opposed to in your business is an easy concept to grasp, but after years of working in your business as one of the team, fixing, troubleshooting and juggling along with everyone else, not as easy to learn to apply in practice. Take Darren. He started his working life as a carpenter working on building exhibition stands, and gradually learned the whole business of exhibition stand design. Highly entrepreneurial, Darren built what is now a very successful marketing communications company specialising in exhibition stand design and employing 30 staff in design, project management and marketing services. But Darren is first and foremost a practical person, who likes nothing better than to get his sleeves rolled up and get stuck in to sorting out a concrete issue. Over the years, he has recruited somebody disastrous for the business, because he bumped into him at an exhibition, liked him and offered him a job on a whim – that derailed the company for a few months! He’s caused the company to have to settle out of court with a failing employee because he lost patience with the slow progress of the carefully managed disciplinary process that was already under way, and fired the person on the spot one day. And even where the results haven’t been quite so disastrous, he’s caused mayhem by sweeping in and changing someone’s planned workload by insisting they do something for him immediately. And his staff, who by the way love him dearly as an individual, are driven nuts by his constant interventions and changes to their careful plans for the business. It has taken years for him to recognise that he can often do more harm than good, even costing the company money, when he sweeps in to the office and changes things. He’s slowly learning to control his impulses, trust his trained staff, and work at the level he should be working – on the business. Something often missed by practical operators who become business owner/managers, or who are promoted to higher levels in a bigger organisation, is that because they have decided to grow their little start up into a bigger organisation, or they have accepted a leadership role, their entire role must change. Such leaders, like Darren, still see themselves as practical people, experts in some skill or other, and this together with their strong sense of ownership often leads them to take too much handson control of their organisation. They may even justify this behaviour by saying they believe leaders should ‘lead by example’. But as your organisation gets bigger, there comes a point where you and your co-leaders cannot possibly know everything there is to know about the operation, nor have all the skills necessary to run it effectively. You need to recruit people to work in the organisation and handle all the concrete, visible and tangible things that that constitute the day-to-day running of the business. Your job is now to take a step back and learn to lead and manage people whose job you couldn’t do yourself. You have become the custodian of the whole organism and its health – and there’s no-one else to do that job. This requires that you stand to some extent outside the organisation looking for the pinch points and the stresses and providing solutions and resources to enable your staff to do their jobs – not dive in and do their jobs for them (or even with them). A challenge for you at this point will be to learn to trust people. Take Nadia, the founder and CEO of a successful small charity supporting children in Uganda, where her family comes from. She is hugely energetic, and it’s this that has got the charity to where it is today and made a difference to hundreds if not thousands of lives. She’s practical, can-do and pays enormous attention to detail. However, she cannot be everywhere, and in fact would like to reduce her time commitment over the next few years to have more time with her family. The obvious solution is to put good managers in place, step back and let them get on with the day-to-day work. But Nadia’s impatience and attention to detail leads her constantly to question whether everything is happening quickly enough and to high enough standards (her standards), and it seems to her, like Darren, that the only solution is to sweep in and sort things out herself. Over time she has ‘trained’ the staff who stay with the organisation to keep their heads down and not take any creative decisions themselves, because they know Nadia will step in and change what they do anyway. Really strong potential managers and future leaders of the organisation quickly pick up on what’s happening and leave, so Nadia has a constant concern over where her successor will come from.

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How to Build and Lead Your Business

June 2016 Corporate INTL

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How to Build and Lead Your Business

How to make the shift from working in to working on your organisation What’s needed of you now is that you reduce the time and focus on continuously troubleshooting in your organisation, and learn to deliver the same-quality service via your leadership and management of your team of up-and-coming specialists and future leaders. In fact, their training and development is a crucial part of your new role. Coming to this realisation is difficult in today’s world, because very few people are given the luxury of becoming a manager completely. In the old days, we all fantasise, you got your promotion to management, a new office and an assistant, and instantly your changed status was fully understood by everyone around you. I’m not sure this is completely true, but it forms such an important part of literature and film that we’ve all grown up with a rather old-fashioned view of how organisations and management work. If it were the case, you would be able to sit back, delegate the specialist work (assuming you want to let it go) and concentrate your full attention on nurturing and growing your little stable of future leaders. These days, however, with leaner, flatter organisation structures and information technology, we all have to do our own administration and documentation; all of us have to continue to do the day-job to the standards we have become so proud of, alongside managing a team of people who need our support in delivering to similar standards and learning to work well together. Even very senior managers these days don’t have the luxury of giving up the day-job completely – almost nobody does in the vast majority of the middle-sized organisations we are talking about here. We all have to find a way of learning to be a manager and leader alongside being an operator. It means we have to learn to dual-track in our minds, to manage our time more effectively, and really confront ourselves and our motivation for wanting promotion, or to grow our business, in the first place. It’s probably true to say that few people embrace leadership and management with both arms – they like the status and the money, but relatively few people really understand the full implications of making the move. It’s more usual that people accept the new role in name only, focus their efforts where they feel most comfortable, on familiar activities, and resent and resist spending time learning and practising professional management and communication skills. To work on your organisation, you’ll need to learn four things: 1. Really get that your job will never be the same again, and embrace the consequences. If you are genuinely addicted to the ‘tick, done it’ satisfaction of getting stuck in and fixing things, then you should stay at that level – you probably won’t make a good organisation leader. Darren and Nadia need to do some soul-searching – it’s a real wrench to let go of being Mr or Ms Fixit, but equally they will never allow their organisations to grow and thrive to the extent they would like them to if they maintain their stranglehold on every aspect of how they operate. They’ll also never be able to retire, to have more time with their families, sell the business (potential purchasers will be put off by a business whose owner is all over it like a rash), or hand over to a well-trained and empowered successor. 14

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2. To trust people to use their skills and goodwill to do the best they can for your organisation, and learn to tell them what you are trying to achieve rather than tell them how to do their job (a crucial distinction, this). You don’t have to let go of your expertise, nor your standards, but you do have to learn how to deliver the same expertise and standards through other people. You have to become the head teacher who inspires her team to the standards of impeccability and professionalism that she herself showed as a young teacher in the classroom. Or the former software engineer who as company MD learns enough about marketing, finance, and people management to turn his company into a world-beater. But if you are resisting the realisation and resenting every minute spent away from the day-job, like Darren and Nadia, you are missing a crucial truth – you are no longer doing your job properly. 3. To spot things which at first will not seem so concrete, visible and tangible to your practical mind. These are the things that will damage your organisation as it grows, reduce the satisfaction of your staff and your customers and damage the organisation’s long-term prospects. Here are some of the things to look out for: • How motivated are people? • Is there gossip and finger-pointing? • Do you see practices and behaviour that make you uncomfortable? • Do you despair of getting others to abide by your values and standards? • Are you and your fellow directors spending most of your time working in the business, or micro-managing others? • Does it feel like everything’s about the day-to-day and you’ve lost sight of where you are going? • Are you and others always running to keep up with the workload, never on the front foot? • Do you wonder about who will be capable of leading the business when you leave it? 4. You’ll also need to develop a new set of skills. As a leader of your organisation, your sense of ownership will be huge. This may be your excuse to continue doing things yourself – but stop: it’s no longer your job. Now you must think about your vision for the business, your values and standards, and learn to talk to people in a way that motivates them to buy in. And don’t do it in your spare time! Clients say to me that they usually do their planning, forecasting, performance management and thinking about organisational issues in the evenings and at weekends, “because it’s the only time I get when I can think about it properly”. This mindset gives away their assumption that troubleshooting the business is the real day-job: management is what you do when you can find the time. And that’s those who even try to do it at all; many of them just leave it, because it’s difficult, they resent the time spent on it, and they don’t think they have the skills, until it all blows up in their face and they have to do something or get taken to court.


How to Build and Lead Your Business

How to talk to people in a way that motivates them You may assume at this point that people will just naturally copy how you do things, but adult human beings don’t work like that. They need to understand and buy in to the reasons for doing things in a certain way – and you need to learn how to help them do it, not by showing them and insisting they do it your way, but by telling them what you are trying to achieve.

too late to learn. Get training – you didn’t get to be a specialist in the day job without years of training. Why should management and leadership skills be any different? 3. Choose. Make the choice to embrace the change – or not. If it’s not for you, step aside. Don’t stick around and try to do both badly – it’s bad for you, and it’s bad for your organisation and the people who work in it.

Take the example of standards of behaviour, service and quality in your business. As a leader you need to spell these out in a way that allows others to apply them in their work. Designing a checklist and training everyone to follow it is a lot of work for you and incredibly demotivating and boring for others. If you are not to have to watch them like a hawk, you need people not to follow slavishly each step you would take, but to understand the essence of what it is you are trying to achieve so they can find their own way of getting there. For example, in the case of customer service, certain organisations seem to teach their staff to call total strangers, address them by their first name, and as the opening gambit for a conversation ask, “And how are you today?” Do you use this as your opening question when you’ve called a person you’ve never spoken to before? Maybe you do, and you can make it sound natural – I couldn’t. But somebody wrote the script, and now hundreds of call centre staff follow it slavishly and sound like robots. Ask the team. They may have even better, and certainly more personal, ideas for engaging someone’s interest and connecting with them – that’s why there’s no point your trying to train them in your or anyone else’s way of doing it. Instead, tell them what you are trying to achieve, and start a conversation with them about this outcome, how they see it, and how they personally would take steps to achieve it. In the conversation, you’ll hear if any of them have ideas that don’t fit your values or standards and you’ll be able to explain and clarify these again. If you listen, you will together come up with a variety of ways of achieving the original outcome that are even better than the method you came up with by yourself. More importantly, you’ll have transferred your original vision to your team, and they will all now be bought in to achieving the same standard of service. They will feel empowered to express this aspect of the organisation’s values in their own way – and you won’t need to watch them like a hawk.

How do you apply this mindset to your leadership? 1. Take an honest look at yourself. Are you a Mr or Ms Fixit, or a technical specialist, better suited to being an operator than a manager? Should you stay in that role, even if it means looking for more suitable work elsewhere, and maybe accepting less pay? 2. Are you willing to make the shift, but worry that you don’t have the skills? You quite possibly don’t – but if you really want to, it’s never

ABOUT THE AUTHOR Kate Mercer is co-founder of Leaders Lab and author of ‘A Buzz in the Building – how to build and lead a brilliant organisation’. Leaders Lab founders Kate Mercer and Amanda Baines work with business leaders who, while they run successful, expert businesses, sometimes struggle to find the time and expertise to really engage their employees and gain the full commitment and accountability of everyone who works in the business. Leaders Lab specialises in leadership, team and organisation development, as well as delivering executive coaching on a one-to-one level. Business leaders and their staff develop the skills they need to do their job well, gain clarity about their accountabilities and develop powerful action plans to achieve their goals. Leaders Lab enables businesses to create powerful leadership, stable and durable roles, effective communication and workable processes for the next phase of their growth. Web: www.leaderslab.co.uk Twitter: @beabetterleader LinkedIn: (Kate’s page) https://uk.linkedin.com/in/ katemercer0 LinkedIn: (company page) https://www.linkedin.com/company/leaders-lab-uk Google+: https://plus.google.com/+LeaderslabCoUk June 2016 Corporate INTL

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Secure Retailing – Six Steps to Make it Happen

Of late, the words ‘secure’ and ‘retailing’ have rarely been seen in the same sentence due to the fact that the retail industry has emerged as a favourite playground for hackers. This is underscored by the British Retail Consortium’s Retail Crime Survey, which found that the majority of retailers see cyber attacks as a critical threat to their business, with nearly two-thirds targeted by hackers in the last 12 months. It’s no wonder that the same survey showed that onethird of consumers do not trust retail information security.

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In another survey, the 2015 Cloud Security report by Alert Logic, it was also observed that the retail industry is a favourite target for attackers, with the types of attacks hackers use depending on a business’ online presence and how it interacts with its customers. In the case of retail, there are many touchpoints for a customer, including a significant presence online, where customer details, buying behaviour, loyalty data, financial and credit card information are all stored, and are highly valuable to cyber criminals. These hackers are looking to exploit any weakness they see to obtain this data and monetise it as quickly as possible through a readily available secondary market of criminals specialising in committing fraud. And offloading these stolen ‘goods’ has never been easier with the advent of the ‘dark web’ and online auctions and stores to sell these goods in an anonymous way. Within the report it was observed that retail customers were targeted by a significant number of application attacks. Legacy e-commerce systems are more likely to be missing modern security features, and even recent systems may not be fully resistant to all application attack techniques. Attackers are able to launch multiple probes against these systems, searching for weaknesses that can be exploited to gain access. Access to systems serves as a point of ingress for further attacks, giving attackers a means of stealing financial information, or as a way to obtain goods without payment. Developing e-commerce applications is resource intensive. Ensuring the security of the application is often a low priority, compared to delivering a positive customer experience. This lack of attention to security features coupled with an increase in investment by attackers means that application attacks are likely to remain a significant risk for the retail industry in the future.


Secure Retailing – Six Steps to Make it Happen

Brute Force attacks are likely evidence of similar activity, where attackers attempt to guess system usernames and passwords. All too often, systems are deployed with default usernames and passwords, or replaced with insecure passwords that offer little protection against systematic password guessing programs. Reconnaissance and suspicious activity attacks are evidence of attackers probing systems and networks, searching for potential vulnerabilities that can be exploited to gain access. Once an attacker gains access to a system, he can launch further attacks to escalate privileges until he obtains full control of the system to plunder information at will. Trojan activity detected within the retail industry encompasses malware that has infiltrated networks and is attempting to spread, or seeking to communicate with attackers to obtain further instructions. The retail industry faces a challenging threat environment. By processing large amounts of financial data, the retail industry will continue to attract the attention of malicious actors. Investing in and maintaining security systems to combat attackers and their continued innovations are vital to protecting systems and the valuable information they hold. As hacker techniques are becoming more widespread and sophisticated, it is important to have a comprehensive security strategy in place. This is particularly pertinent given that IDC found that it takes on average 205 days for companies to detect attacks. The impact of these breaches can be catastrophic, especially in retail where brand reputation and loyalty are the keys to success. While securing a retail business can seem like a daunting task, there are six steps that can be taken immediately to help retailers take some of the power back and not feel helpless against cyber attackers. It is important to add here that these steps are in no particular order. They are each significant, so choosing any as a starting point will put retailers well on their way to becoming more secure.

Secure web applications This may seem obvious, but for retailers that use the Internet to attract consumers to their goods, securing these applications is vital, especially if they collect any kind of consumer data like passwords and email addresses. Crucially, it’s not just the payment and personal details sections that need securing. Any script or click-through

need protecting as well. Just ask the team that manage British celebrity chef Jamie Oliver’s website – which was hacked twice in 2014 – whereby malicious code was inserted into his (legitimate) website, which triggered a nasty exploit kit that would infect visitors’ computers.

Create access management policies In short, know who has access to what information within your organisation. If lower level employees have no reason to be able to access critical business information, don’t allow it. It can be a lengthy process to sort this one out depending on what kind of information your organisation keeps, but there are tools out there to help identify critical information and make sure that only the few who need to know it can gain access to it.

Adopt a patch management approach Yes, there’s “Patch Tuesday” where Microsoft acknowledges the latest patches available – some are important, others less so. Don’t ignore them. Prioritise the fixes and make the changes; and try and do so in a timely fashion. Make this someone’s job, because once these are public, there may well be nuisance attackers that will still try and take advantage of the vulnerabilities – we always talk about the path of least resistance when it comes to cyber attackers; generally, the easiest way in to an organisation is going to be favoured over something more sophisticated. Attackers know that organisations are fighting this uphill battle when it comes to patching these vulnerabilities. Don’t be caught out.

Review logs regularly Security logs contain records of login/ logout activity or other security-related events specified by the system’s audit policy making them a goldmine of information, but are often one of the most under-utilised facets of security. A hacker’s attempt to get into your system will leave a digital trail that is obvious if you know what you are looking for. Creating a process that takes into account the revision of these logs to review the data against application, system and network level threats, and having steps in place to respond accordingly, helps organisations to identify and remediate attacks in a timelier manner. This can be the job of a person (or a set of people on site), or as part of a managed service. There is also plenty of technology out there to help with this task.

Stay informed on latest vulnerabilities, and build a security toolkit Any security professional worth his or her salt will know that understanding the anatomy of an attack is the key to combating it. When they are kept up to date on all the latest threats, it will go a long way towards building best security practices around this knowledge. There are plenty of free resources to help, including blogs, newsfeeds and forums. Using the information can help towards building an arsenal of security tools that will be vital in the protection of the organisation.

Understand your Cloud Service Provider’s security model The majority or retailers will have some sort of cloud aspect to their IT infrastructure, and increasingly this is the ecommerce website that is the storefront for the retailer and interaction with customers. It is important to acknowledge and understand that CSPs are clearly on the hook for securing their foundational infrastructure (which they do very well), but the ecommerce applications hosted on that infrastructure are the responsibility of the retailer. This includes all the security monitoring, vulnerability scanning, network threat detection, etc. There is nothing more critical than understanding where each of the party’s responsibilities lie. That way, there is no blame game if the worst happens Traditionally, in the retail sector, security has been evaluated in terms of “risk” to the organisation, and security policies have been put in place to minimise that risk. What retailers should instead be focusing on is reducing the threats, which are tangible and can be mitigated now; and this need not be an insurmountable task. By focusing on the continuous monitoring of systems and adopting an approach that takes into account people, processes and technology as in the above steps, retailers can start addressing the actual threats posed to the organisation – and crucially reduce the window of opportunity for criminals to take advantage.

Author: Richard Cassidy, Technical Director EMEA, Alert Logic

June 2016 Corporate INTL

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The Changing World of Business

The Changing World of Business The world of business is moving from that of jobs, of tasks performed for money, to the world where what we do, and how we do it, is valued by the contribution made and the manner of its making – says William Buist, founder of xTEN Club. In the 1990s, when PCs began to appear and email (and the Internet) became pervasive, the speed of business accelerated significantly. It became much more of a team game. Where once the exceptional stood out by what they knew and how they applied it, the remarkable at the turn of the millennium were well-connected and got things done collaboratively. Where collaboration is a greater driving force than competition, people come together and do extraordinary things collectively. When we do remarkable work, not because of the possession of a capability, but because we choose to excel at it and act on purpose, then we create a future built on the value we bring. This future is not a careerist approach. It is purposeful, and works across the organisation differently from a career. When our personal purpose drives what we do, it no longer makes sense to tie our long18

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term future to an organisation (nor does it make sense for the company). Instead, our personal mission becomes our guiding light. For businesses, that means creating the right environment to enable talent to flourish while purposes are aligned – and to recognise the time when that changes. Portfolio working and short-term (yet purposeful) engagements will be the norm. Businesses working in this new collaborative world will do remarkable work and will do it in alignment with all whom they impact. They tread lightly and leave a better world. In this new environment, individuals need to narrow their niche to the extreme. For example, rather than being a lawyer, become the country’s most skilled entrepreneurial investment contract lawyer.

This is because expertise on its own merely denotes knowledge of how to apply a particular skill in certain circumstances. What makes expertise powerful is an association with the authority of not just ‘an’ expert in the field but by ‘THE’ expert in the field. When done well businesses do not narrow their market but lead it. They will not lose referrals, but will gain them; they will not lose credibility, but will gain it. How do you move from being good at what you do to being, authoritatively, THE only business that does it? The answer lies in clarity, strategy and implementation: • Remarkable Implementation springs from great planning, from robust and considered strategy


The Changing World of Business

(and how we need to adapt to thrive) • Exceptional Strategy comes from having an absolute understanding of the vision, purpose, and pace of the organisation, its collaborative teams and partners • Profound Clarity comes from genuinely understanding all aspects of the business and its place in the world; now and with the vision of what it will become. Business owners who seek to stand out must concentrate on building the environment where this way of working flourishes, for them, for their staff, the markets they operate in, and their communities. There are challenges with this approach as it goes to the root of societal structure,

changing it from a model of exchanging money for the time employed, to one of the collaborative community. Not least of those challenges is that many of today’s business structures derive from legislation and regulation. For example: in an environment not based on advancement within the corporate structure, employment protection laws can become anachronistic. Remarkable people have a profound clarity about purpose. Someone not able to explain their skills, experience, or ways of working in a way that others immediately understand will lose attention quickly. The biggest returns come when that clarity is applied strategically – creating positive,

William Buist, xTEN Club Mr Buist is a Business Strategist, Speaker, and founder of the exclusive xTEN Club – an annual programme of strategic activities for small, exclusive groups of business owners. xTEN helps accelerate growth, harness opportunity, build your business and develop ideas. He is also author of two books: ‘At Your Fingertips’ and ‘The Little Book of Mentoring’. A Chartered Insurer with 23 years’ experience, Mr Buist was Head of Business Risk Management & Chief Underwriter for Lloyds TSB Insurance. He developed techniques and methods for getting the best out of people and helping them to deliver exceptional results. Built on real-world practical challenges, such as the merger of Lloyds with TSB, and critical projects with the policy-makers for the industry, its regulators and government, his techniques have been proven time and time again and are supported by numerous case studies and war stories. He developed a reputation for taking an innovative view of risk that both reduced costs and harnessed opportunity. Leadership by example and ‘management by walking about’ nurtured good relationships with people at all levels, and gave him an instinctive knowledge of what was going on. The end result enabled him to support and encourage his teams to achieve unprecedented results – often exceeding expectations, including their own. A seasoned expert on collaboration, teams and effective business models, he

is known today for making a dramatic business impact, both for owners and executives. His often intuitive approach helps them uncover invaluable insights about who they are and what they do, in the process enabling them to transform their businesses quickly and sustainably. The pinnacle of this is the xTEN Club which incorporates a lifetime of business and corporate experience. An annual programme of strategic activities for small, confidential, exclusive groups of business owners and directors, xTEN facilitates empowering sessions that develop ideas, harness opportunities, accelerates growth and builds profit. Mr Buist’s work creates clarity of vision, powerful strategy, and effective implementation capability that delivers phenomenal results. He is also an accomplished speaker who connects with his audiences so that his knowledge is transferred effectively

sustainable businesses that add critical value to a collaborative community. Together, the people with purpose, and the companies that support them, are changing the world. They will leave a tangible legacy that will shine across the generations. Standing for the things that matter attracts an aligned enthusiastic community, together focused on sustainably creating meaningful value for all. Will you strive for the clarity, focus and skills the new world demands, or settle for gradually being sidelined?

and insightfully – some would say incitefully! He will excite and entertain highly intelligent audiences who expect both to challenge and to be challenged. His speeches are often described as inspiring, thought-provoking and informative, leaving people feeling energised, empowered and eager to take action. In his inimitable fun and provocatively playful style, he tells terrible tales of what can happen when things go seriously wrong and how the worst situations often provide the best learning for the most profound transformations. Meanwhile, xTEN works with remarkable businesses to unlock sustainable profits and avoid costly mistakes. Beyond that, membership of the xTEN Club provides an exceptional strategic programme for business owners and directors. Monthly meetings are designed to catalyse change and share experience to accelerate success. Allied to a secret forum and focused strategy this programme is not for the faint-hearted. Do you qualify for membership?

Contact: Tel: +44 (0)1291 622598 / (0)7880 794127 membership@xTENClub.com www.xTENClub.com & www.williambuist.com June 2016 Corporate INTL

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International Sector Panel

Commercial Law Specialist in Cyprus Andreas Mylonas & Co LLC is an independent boutique business law firm based in Limassol, Cyprus. Its law practice is one of the new generations of Cyprus law firms, built on delivering meticulous personal attention and unflagging dedication to individuals and corporations seeking high quality legal services. The firm focuses on areas of Cypriot law related to business activity and corporate law, and is committed to providing outstanding, highly personalised legal representation in the areas of Commercial and Corporate, Renewable Energy, Trust and Asset Protection, Tax Planning and Commercial Litigation. Managing director Andreas Mylonas noted: “We act as a ‘single window’ for legal matters, both in Cyprus and internationally, for business and corporations. Our approach to the legal practice is to focus exclusively on effective and value-added bespoke solutions to our clients’ affairs.” Business Legal Advice AMG Law Firm provide assistance in all types of commercial transactions. This encompasses advice on commercial contracts, information technology, intellectual property, competition, employment and insurance matters; in addition to establishment and operation joint ventures, trusts, partnerships and representation regarding acquisitions and disposals of business assets and business ownership interests. Mr Mylonas added: “Our experience includes developing strategies to achieve discrete objectives for a wide variety of businesses, in terms of reducing complexity and risk, as well as maximising value in the transaction. Throughout our services, we anticipate the important stages and steps ahead to position in advance and respond to issues at speed.”

Crucially, Andreas Mylonas & Co works with clients’ executives and in-house counsel to support day-to-day regulatory compliance in Cyprus. The firm advises on commercial transactions such as establishment of new business and the management of ongoing operations, including: international business companies; share purchase and sales agreements; drafting commercial contract documentation, including risk allocation, delivery advice for requirements for performance of contracts and post-contract performance management; managed service level agreements and SLAs; infrastructure and projects; technology, media and telecommunications; agency, distribution, franchising and licensing; contract law; joint ventures and domestic or cross-border collaborations; dissolution and winding up; advising on strategies in contractual negotiations; preparing partnering agreements, joint venture documentation and teaming agreements; assistance to prevent commercial disputes; sales and purchases of business assets; as well as preparation of employment and human resources documentation. Mr Mylonas concluded: “Our Cyprus lawyers provide pragmatic, value-added commercial legal advice on transactions and strategy and, through day-to-day legal support, assist clients in finding timely, practical solutions and anticipating key areas of risk.”

Andreas Mylonas & Co LLC – AMG Law Firm Andreas Mylonas Managing Director Tel: +357 25101080 amylonas@mylonaslawfirm.com www.mylonaslawfirm.com

Fraud Law Specialist in the UK Industry insiders in UK fraud law regard ABR Solicitors’ criminal law team as a “key player“. The firm is recognised as a leader in the field. The team handles a large amount of regulatory and fraud work, and also continues to handle general criminal cases on a regular basis. With expertise in fraud and general crime, partner-in-charge Rob Rode is ‘exceptionally approachable and easy to work with’. He is tenacious in his approach to cases; he is “like a terrier, he never stops digging”. Acting on fraud, regulatory and general crime cases, ABR Solicitors is ranked highly in leading independent research publications, and the firm’s reputation is reflected in its discerning clientele. Prosecutions and investigations of all kinds are defended at all stages of their progress by ABR Solicitors’ experienced team of criminal defence lawyers. The firm’s practice is progressive, ensuring independent representation for all of its clients. “We maintain excellent professional relationships with others barristers, solicitors and expert witnesses seeking justice for our clients,” said Mr Rode. “We know that when your reputation, livelihood or liberty are on the line, you need a lawyer you trust to guide you through a process that can be bewildering and just plain frightening.” “Our specialist fraud defence team possesses immense experience of the criminal justice system in all its forms and at every level. The team includes solicitors and solicitor advocates who can represent you every step of the way, and who have substantial experience in the defence of all types of fraud allegations, including Bribery, carousel fraud, MTIC fraud, VAT fraud and all other serious fraud. We are recognised experts in the area.”

Moreover, ABR Solicitors’ are experts in the defence of clients in investigations and prosecutions brought by all the prosecution authorities, including the Serious Fraud Office(SFO), the Financial Conduct Authority(FCA), Her Majesty’s Revenue and Customs (HMRC) the Health and Safety Executive (HSE),the Environment Agency(EA), BIS (formerly the DTI) and the Crown Prosecution Service (CPS). What’s crucial is that the firm’s diligent advisers leave no stone unturned – to ensure that if a prosecution can be avoided, it is avoided; and if it cannot, it is defended to the fullest rigour of the law. The firm is a member of the Legal Aid Agency Serious Fraud Panel. Public funding (legal aid) will be available where applicable for representation. Mr Rode concluded: “We are committed to fighting for all our clients, both publicly and privately funded. We are available 24/7, acting throughout with: ‘Personality’; ‘Intellectual ability’; ‘Honesty and integrity’ and ‘Professionalism’. We provide ‘The Best Form of Defence’.”

ABR Solicitors Rob Rode Partner Tel: +44 (0)333 600 9222 rob.rode@abrsolicitors.com www.abrsolicitors.com June 2016 Corporate INTL

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International Sector Panel

Specialised and Personalised Real Estate Services in Portugal Bernardino, Resende E Associados, Sociedade de Advogados R.L., (also known as “BR”), began its activity in 1999. The Firm “BR is a ‘boutique law firm’ basing its action in Personalisation, Excellence, Dedication, Organisation and Professionalism of our lawyers,” said Estêvão Augusto Bernardino, founder and managing partner. The firm covers several type of operations in real estate law, such as the purchase and sale of hotels, buildings, distressed debt acquisition, commercial leasing, property management, licensing of various real estate projects in tourism, commercial, industrial and retail, structuring joint ventures, procurement of loans, real estate investment fund, formation, planning, construction and urban rehabilitation. “As a boutique law firm we offer specialised and personalised high quality legal services and our main purpose is to anticipate and optimise our client’s needs,” added Mr Bernardino. Recent Activity BR was recently involved in setup of a luxury five star hotel where the firm acted as lawyers from the purchase of the land until the hotel began operating, with a current value of over €75 million. Mr Bernardino also noted the purchase of a portfolio of already leased real estate buildings. The firm assisted its client in the previous due diligence and in the purchase of the assets, until the restructuring of a real estate group of companies, optimising the properties and reducing debt. Real Estate in Portugal Discussing the real estate regime in Portugal, Mr Bernardino noted that transfer of ownership is made by a written agreement, either before a public notary or a lawyer. “The parties usually sign first a promissory purchase and sale agreement, where they establish the conditions under which the purchase and sale is made; Portuguese law protects both parties in the process,” he explained. “After the final and purchase deed is concluded, the new owner should deposit the title deed and request the registration of the transfer of ownership at the Land Registry Office, which is legally required in order to be effective and protect ownership property rights against any third parties.” He also highlighted the current Lease Law which simplified the eviction legal procedure, creating a special public entity that supervises all the process. Legal Complexities He described the real estate law in Portugal as “very transparent and easy to deal with”, 22

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noting that there are no restrictions on foreign investment and that the annual yields are very interesting. However, he stated that there are certain aspects to consider depending on the type of investment made. “As an example we can mention indirect acquisitions of properties, when the investor acquires shares of a company that owns property, as the investor needs to have full knowledge of the tax history and contingent liabilities of the Company that holds the properties,” he elaborated. “Another example is the case of investments made through real estate funds, where there are regulatory aspects to be considered such as the supervision of the Portuguese securities market commission (“CMVM”) and the Bank of Portugal.” BR is able to assist its clients to overcome these difficulties in the due diligence procedure, where it can optimise the purchase and sale – creating a SPV with certain tax benefits, for example. Changes in Legislation A particularly significant change to legislation in recent years is the implementation of the Golden Residence Permit for Investment programme (known as Golden Visa) in October 2012, which allows non-EU citizens to obtain a residence permit in Portugal if they carry out one of the investments set out under the law, though the purchase of real estate.

Alongside with the Golden Visa programme, Mr Bernardino also highlighted the non-habitual tax resident special regime, which provides an attractive regime for foreigners who wish to establish their tax residence in Portugal and has contributed to significant investments made in Portugal. “The NHR is one of the most competitive in Europe, attracts high net worth individuals from Europe and other countries that are investing massively in Portugal,” he added. Predictions Along with the positive economic indicators, Mr Bernardino believes that Portugal has important legal instruments - such as the golden visa programme and NHR non habitual tax residence regime - plus existing tax incentives and EU funds for urban regeneration, which are expected to continue having a very important role in the growth of the Portuguese real estate market. “We highlight also important EU incentives that Portugal will be receiving until the year 2020 under the “Portugal 2020” EU funding programme. It is expected that Portugal will receive €25 billion by 2020, which is expected to promote growth in investment in real estate and urban rehabilitation in Portugal,” he concluded.

Mr Bernardino also mentioned the establishment of the new regulation in the urban rehabilitation of properties, especially in Lisbon and Porto. Emerging Trends Mr Bernardino noted that Portugal has been consistently improving its position in the real estate markets. Looking at the top 10 European cities, Lisbon can be found alongside cities such as Berlin, Amsterdam or Madrid. “We have seen a considerable growth in the Real estate Market, with especial focus on urban rehabilitation of properties especially Lisbon and Porto, not only for housing but also buildings that are converted into hotels, offices or housing development intended for the luxury segment,” he continued. “These investments have contributed to the regeneration of cities, giving a new impetus and urban quality in the prime areas of Lisbon and Porto.”

Bernardino, Resende E Associados, Sociedade de Advogados R.L | Law Firm Estêvão Augusto Bernardino Founder and Managing Partner Tel: +351 213174742 eab@bernardinoresende.com www.bernardinoresende.com


International Sector Panel

Efficient and High Quality Legal Services in Uganda Tax Birungyi, Barata and Associates is internationally recognised as the pioneer specialist tax law firm in Uganda. Headed by the distinguished tax lawyer, Cephas K. Birungyi, the tax department is made up of two highly qualified tax experts, three tax consultants and a team of qualified lawyers with diverse and unique detailed tax work exposure. We act for and represent individuals, multi-national corporations, international organisations, and government agencies in diverse tax advisory areas, tax planning, consultancies, tax refunds, negotiations and litigations. Our tax team has a track record of delivering a highly efficient and quality result to our clients in Uganda, Sub-Saharan Africa, Europe, Asia and the rest of the world. We are also involved in the negotiations and drafting of various tax and tax-related legislation and cross-border agreements. Dispute Resolution We are able to advise on a diverse range of matters requiring dispute resolution including on all levels of litigation in the courts of law, the tax tribunal, land courts and commercial courts and all higher courts of Uganda. The team in charge is made up of well trained and qualified advocates with unique skill and experience in dispute resolution. We also act for and represent our clients in alternative dispute settlement methods including negotiations, mediation and arbitration. Banking and Corporate Our lawyers provide advice and support to clients in major national and international banks, private and multi-national companies and financial institutions. Enoch Barata heads the Banking and Finance, Corporate and Commercial Departments. As one of the leading lawyers in Uganda, Mr Barata’s unique expertise and skill help to ensure that our clients get a timely, highly efficient and high quality result. Our corporate and commercial team is composed of qualified lawyers who work together and are able to advise on all aspects of

matters in banking and finance transactions, corporate mergers and acquisitions, corporate registry tasks, drafting and negotiations of commercial agreements, due diligence, and other diverse corporate and commercial transactions. We also offer advice and support in the following areas: • Real Estate and Conveyancing • Insurance • Intellectual Property • Oil and Gas • Securities • Construction • Insolvency • Employment • Telecommunications Our People Our firm is composed of two partners, one associate partner, five uniquely qualified and experienced tax consultants, 11 multidisciplinary lawyers and six support staff. Our aim is to offer our clients the best care, team support and dedication in execution of tasks. The partners lead this team of lawyers to provide a well coordinated and thoroughly researched high quality result.

Birungyi, Barata and Associates Cephas K Birungyi Managing Partner Tel: +256 772 444 536 cbirungyi@taxconsultants.co.ug; birungicephas@yahoo.com www.taxconsultants.co.ug

Enoch Barata Partner Tel: +256 793 658 598 ebarata@taxconsultants.co.ug www.taxconsultants.co.ug

Tailor-made Legal and Corporate Services in Cyprus Located in Nicosia Cyprus, our boutique law firm was established in 1997 by Nairy Merheje to provide legal and tax planning services to a wide portfolio of international clients. We pride ourselves in offering efficient, professional and personalised services with bespoke international structured planning adapted to the needs of each individual client. Our aim is to relieve our clients of the time consuming searches involved in setting up a business in a multinational environment. To this end we have a wide international network of lawyers and tax consultants with whom we are personally acquainted and maintain close professional ties with. Our firm client portfolio and experience includes multinational cross border transactions, mergers and acquisitions, structuring holding companies with subsidiaries all over the world with a wide span of activities. International joint venture projects involvement over the last twenty years includes legal and cross border transactions advice to IP, marketing, mining, real estate, shipping/ship management/ ship owning companies, water processors/bottlers, healthcare/ health supplements producers, oil and gas drilling as well as ancillary products and services groups, as well as to international groups involved in several other trading/services areas worldwide. The underlying principle of the firm is to offer clients as personalised and tailor–made a service as possible.

The scheme has succeeded in attracting quite a number of reputable solid well established international businessmen and their families. The fact that they have chosen to invest and in most cases settle on the island demonstrates confidence and trust in the future of Cyprus. Furthermore, Cyprus as an EU Member is fully compliant with all relevant EU Directives and its location on the crossroads between Eastern and Western Europe as well legislation based on English Common Law, a user friendly taxation regime, a well-developed double tax treaty network and well established infrastructure with the availability of efficient high level professionals has led to its popularity in the international business community. Our firm provides the full range of legal services related to the application for the securing of citizenship including: • Legal advice and assessment on each case • Preparation of application forms for certificate of citizenship • Preparation of application forms for passport and ID issuance Submission of above applications to the Ministry of Interior, Civil Registry and Migration Department, enclosing all the documents required as specified in the “Scheme for Naturalization of Investors in Cyprus by Exception on the basis of subsection (2) of section 111A of the Civil Registry Laws of 2002-2013” and follow up with Migration Department

Our staff combines more than 25 years’ experience in the fields of corporate, commercial, estate planning, employment law and international tax planning with an emphasis on personalised one-stop shop solutions.

Der Arakelian-Merheje LLC

The most recent developments in Cyprus tax legislation have made it quite competitive in the market for those seeking to move residence as well as business base. Foreigners are now responding to the new citizenship scheme which allows smooth transition from current to new place of residence as applications which are properly drawn up and filed secure citizenship and passports within three months.

Nairy Merheje Founder Tel: +357 22313339 enlaw1@cytanet.com.cy www.nmerhejelaw.com June 2016 Corporate INTL

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International Sector Panel

International Tax Adviser in Massachusetts, US DLA Piper is one of the largest law firms in the world with 4,200 lawyers in 34 countries representing more than 140 of the top 250 Fortune 500 clients, and nearly half of the FTSE 350 or their subsidiaries. Recognised as the International Law Firm of the Americas for five consecutive years (International Tax Review 2010-2014), it proposes an extensive range of legal services through six global practice groups: International Tax, Corporate & Finance, Litigation & Arbitration, Real Estate, Regulatory & Government Affairs, and Intellectual Property & Technology. The International Tax Practice at DLA Piper provides clients with the best practices in terms of legal operating structure, to enhance the company value, to improve after tax cash flow and to manage the effective tax rate (ETR). MAIN AREAS OF PRACTICE: International Tax Counsel: The International Tax group helps the legal, finance and tax departments of multinational companies manage and reduce their global effective tax rate. The team works closely with its clients to understand current business objectives, gaining a thorough understanding of the organisation and working in collaboration with other advisers in developing appropriate international transactions and arrangements. Cross-border IP Transfers: Intellectual property and technology, such as patents and computer software, is often a company’s most valuable asset. The global ownership, licensing, exploitation and development of such property has significant tax consequences. Traditional rules of international taxation are increasingly difficult to apply in this context. DLA Piper’s international tax professionals are on the cutting edge of transactions in this arena. Supply Chain Conversion: DLA Piper’s international team has extensive experience in conversion of supply chain and distribution arrangements, both for operating efficiency and tax savings. It regularly assists multinational companies to structure complex multi-country supply chain arrangements for products manufactured in Asia and Europe and sold throughout the world. It works with luxury brands,

consumer and industrial products and equipment suppliers in structuring their internal distribution and intercompany arrangements. Transfer Pricing: DLA Piper’s international team assists clients with the development, implementation, documentation and defence of worldwide legal structures and international tax strategies. In conjunction with in-house economists, it prepares valuation and transfer pricing reports that identify and document appropriate transaction pricing and fees pursuant to applicable tax laws for a wide range of intercompany transactions, including manufacturing, distribution, licensing, cost sharing and financing. UNIQUE APPROACH: The DLA Piper international team draws upon the experience of colleagues in numerous areas of law, including intellectual property and technology, corporate and finance, real estate, employment and employee benefits. In addition, DLA Piper resources in regulatory and EU competition, public affairs and government affairs further strengthen the capabilities of its practitioners. The collaboration of the international tax practice with those practice areas increases the value DLA Piper brings to solving complex global legal matters. Michael Hardgrove Partner at DLA Piper, providing international consulting, structuring and intangible transaction services to numerous public and private companies with operations throughout the world.

DLA Piper Michael Hardgrove Partner Tel: +1 617 406 6039 michael.hardgrove@dlapiper.com www.dlapiper.com

Tax Advisory Expert in Kuwait Alok Chugh is a Chartered Accountant by profession, and started his career with Ernst & Young (EY) in India in 1992. He moved to the Middle East in 1993 to join the Tax practice of EY. He is currently a Tax Partner with EY’s Middle East practice, and is the Market Segment leader for Tax in Kuwait. Mr Chugh is also Tax Leader for Middle East and North Africa (MENA) for Government & Public Sector and an account leader for certain very large US, UK, European, Korean, Japanese and Chinese multinationals operating in the region. He has extensive experience of advising multinational companies on tax matters involving tax planning, compliance and cross border tax restructuring. In addition, Mr Chugh has been involved in several engagements relating to private placement, mergers and/or acquisition of companies and tax-efficient structuring of such transactions. He has expert knowledge of tax laws in Kuwait, offset regulations and Kuwait Direct Investment law, and he regularly advises companies on doing business in Kuwait. He is on the Board of Directors of the American Business Council in Kuwait, and is an active member of various business forums in Kuwait, including British, French, Canadian as well as the Kuwait Chapter of the Institute of Charted Accountants of India. He is a regular speaker at various seminars and workshops organised by EY, the International Fiscal Association, the Middle East Chapter and at various Embassies in Kuwait. He has received a number of awards for contribution to various business communities, including recognition by Madison Who’s Who during 2011. 24

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EY clients in Kuwait include multinational companies in the field of oil & gas, EPC contractors, financial services and software consultants. Mr Chugh has extensive experience in advising entry-level strategies for foreign multinationals wishing to do business in the country. Moreover, he has been involved in a number of consulting assignments, including cross-border planning, application of double tax treaties and handling of tax affairs efficiently and has assisted a number of foreign companies to obtain licences to establish 100% foreign owned legal entities/ branches in Kuwait. Mr Chugh has good working knowledge and experience of the regulatory environment in Kuwait and in this regards works very closely with a number of government institutions such as the Ministry of Finance, Kuwait Direct Investment Authority, Kuwait Authority for Advanced Projects etc. and is regularly consulted on and various fiscal and regulatory reforms in Kuwait, including encouragement of foreign investments.

Ernst & Young Alok Chugh Partner – Tax Advisory Services Tel: +965 22 955 104 alok.chugh@kw.ey.com www.kw.ey.com


International Sector Panel

Real Estate Lawyers in Peru Estudio De la Flor, García Montufar, Arata & Asociados, founded in 1987, is an organisation of lawyers with extensive experience and a proven track record in diverse areas of law, with special emphasis on the fields of constitutional law, urban and real estate, civil, corporate, procedural, administrative, tax and labour as well as alternative means of dispute resolution (negotiation and arbitration) and draft formalisation or regularisation of properties and legal persons. In developing its activities, the firm has provided and provides specialised legal advice, among others, to various individuals and domestic and foreign companies, international organisations as well as governments and public and private entities. To provide an attentive and up-to-date service, the firm employs a recognised legal team consisting of partners and consultants, also maintaining strategic alliances with other law firms and notaries domestically as well as abroad. The study also maintains the infrastructure and necessary support staff (assistants, practitioners, attorneys, secretaries and auxiliary servers), all ensuring a timely and quality service. Some of the firm’s lawyers complement their professional activity with academic teaching in law schools of the most renowned universities. Some have published articles on current issues with legal relevance in media and law journals, while others have participated as speakers at conferences and seminars in Peru and abroad.

procedures formalisation or regularisation of property (acquisitive prescription, supplementary title, correction of areas and boundaries, among others); and advising on privatisation of public enterprises (with special emphasis in sanitation certification of real estate assets and the transfer of such assets). Dr Moises Arata Born in Lima, Peru, in 1964. Education: Arata Solís earned his law degree from the National University of San Marcos and was admitted to the Lima Bar of Lawyers in 1990. He earned a Masters degree in Civil and Commercial Law from San Martin de Porres University. He is a professor of property law at the Universities of Lima, Piura and the Pontifical Catholic University of Peru. His principal areas of practice are property law, contracts, public law, and urban planning, with special emphasis on land registration law. Experience: He has developed specialised consultancies in property rights and public records for the Inter-American Development Bank (IDB). He has provided advice on matters in his areas of specialisation to institutions of the Peruvian government like the Property Registry Authority (Superintendencia Nacional de Registros Públicos), the Special Commission on Privatization (Proinversión), and the Government Property Authority (Superintendencia de Bienes Estatales).

Urban Planning and Real Estate The firm has specialists in diverse issues relating to property, such as: territorial planning; zoning; urban development; environmental protection standards; design and legal project management of urban qualification; study of the legal status of property (title reports); management of legal procedures construction of all types of buildings; constitution of horizontal property regime; processing procedures accumulation and divestiture of land; legal reorganisation of the degree of property; regularisation of buildings (factory declaration, rules of procedure and board owners, etc); notarial or judicial handling

Estudio De la Flor, García Montufar, Arata & Asociados Dr Moises Arata Partner Tel: +(511) 512-3870 estudio@ldgabogados.com www.ldgabogados.com

Interdisciplinary Thinking and Action in Luxembourg Please allow us a brief pleading in favour of quality instead of quantity: it is not the number of lawyers that matters. In first place it is the passion and professionalism with which a counsel defends your interests in the true sense of the word. For this reason, the law office Thielen & Partners may not count so many heads, but certainly some of the most brilliant brains in the business. However, for us this does not only mean legal competence – emotional intelligence and multicultural understanding are also essential in our eyes if you want to be successful beyond borders and mentalities, what ever may be the language that you speak. Service We have to admit one thing right away: we have broken an unwritten economic law. Because our goal is not to become the biggest or richest law office in Luxembourg. Ever since our formation in 1990, we have preferred to stay a little bit smaller, but therefore all the smarter. It is only thus that today and in the future we can offer a very personal and individual service to our clients. Because it is precisely this that counts if you want to leave the judiciary way as the winner: the optimal use of all the chances under exclusion of the risks. This philosophy, you can gladly consider it as your claim towards us.

domiciliation of companies. Why all this? Because interdisciplinary thinking and action should be the norm in a globalised world. Lex Thielen - Senior Partner Lex Thielen was admitted to the Luxembourg Bar in 1987. He studied at the University of Paris I Panthéon-Sorbonne where he obtained his master’s degree in law (1st of the year 1985) as well as the European Community’s law study certificate (1st of the year 1985) and the diploma of specialised studies in private law (contract and responsibility, thesis on “loss of opportunity and risk creation”, 1st of the year 1986). He was a university tutor at the University of Paris I PanthéonSorbonne from 1986 to 1989 and lawyer and junior barrister in Luxembourg from 1987 to 1989. He has been an attorney-at-law and solicitor since 1989 and opened his own law firm in 1990. He was appointed to the function of mediator in criminal matters by the Minister of Justice in 1999 and as honorary consul of the Republic of Estonia in 2002.

Strategy The law – especially on an international level – has become so complex nowadays that actually for everything you need a legal expert. If possible even by country. Or you come to Thielen & Partners. After all we offer, while concentrating on the essential, the whole range of legal fields and services: under our roof there are no specialists focused only on their particular sphere of competence, but interdisciplinary generalists covering all the legal fields, with the accent on financial, corporate, commercial and civil law as well as the

THIELEN & ASSOCIÉS Lex Thielen Senior Partner Tel: +00352 26 26 02 02 secretariat@avocat-thielen.lu www.avocat-thielen.lu June 2016 Corporate INTL

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International Sector Panel

International Tax Consultant in Brazil Leonardo Braune is a respected and highly experienced consultant in the areas of international tax, real estate planning, wealth preservation, fiduciary advice, implementation and management of management of international structures and projects. With a vast experience in tax, an extremely diversified client base and a very strong global network of top specialists in many different business-related areas, Mr Braune has led a large number of successful projects in several industries including oil and gas, telecommunications, real estate, international services, investments funds and asset management.

Intercorp also safeguards wealth and protects assets against liability arising from new investments. In making new investments internationally and outside of the family business, the potential liability for risk naturally increases. Intercorp works alongside both the families and their existing advisers to identify ways in which to minimise such risks. Intercorp’s consultants will assess and properly protect the invested assets and effectively structure the business to ensure the risks fall directly and solely on the capital to be invested. The firm’s global perspective is particularly valuable for these types of engagements, as its experts ensure that any structuring undertaken is enforceable and reliable across all territories.

Intercorp Group was established under the supervision of Mr Braune, with the objective of becoming one of the few truly international tax consulting boutiques, fully capable of providing high quality tax, estate planning and fiduciary structuring services, delivering to its clients only the most efficient and practical solutions.

While Intercorp Group is wholly independent, relationships and business agreements form its lifeblood. As a consultancy that advises on an international basis, business joint ventures for specific jurisdictions are pivotal in providing the best advice and outcomes for clients.

A primary concern of high-net-worth families is ensuring their wealth is sustainable, protected both now and for future generations. As a result, many families have long mobilised their assets internationally, safeguarding them against political, economic or social instability. Intercorp assists in expanding family companies into other territories, as well as the necessary safeguarding of both intellectual property and the potential for multijurisdictional wealth generation. As a natural consequence of family members moving abroad, many family businesses are expanding into other territories, bringing forth a plethora of considerations regarding the protection of the business. In terms of intellectual property, while clients will have taken care of the processes required to register and protect their brand under domestic legislation, this protection will often not survive under another jurisdiction. As the business expands, both the brand identity and the fundamental concept – the processes or products it trades on – are vulnerable to exploitation by competitors.

The responsibility rests with Intercorp to sustain a quality service that firms respect and which clients want to employ. This structure has, to date, proven extremely productive. The client continues to deal solely with Intercorp, reducing time and costs; moreover, Intercorp is meticulously honest and transparent about its capabilities: leveraging longstanding and trusted relationships to provide solutions in the most efficient way – and operating with the connections, relationships and fiduciary responsibility of acting on behalf of the client.

Intercorp Group Leonardo Braune Founder and Managing Partner Tel: +44 203 427 3308 leonardo@intercorpgroup.com www.intercorpgroup.com

Full Service Law Specialists in Sri Lanka Founded in 1879, Julius & Creasy is one of the oldest and largest civil law firms in Sri Lanka. The firm’s practice extends to every facet of civil law practice which allows it to represent a variety of local and foreign organisations involved in every major industry sector in Sri Lanka. The firm’s wealth of expertise and experience in a wide range of specialised fields of law enables it to offer innovative legal and business solutions to a diverse, sophisticated and high-profile clientele. Julius & Creasy comprises of more than 60 lawyers with excellent academic and practice backgrounds, with some of them being members of the Bar of England and Wales and New York Bar. Julius & Creasy’s outstanding reputation for professionalism and excellence has allowed it to build an extensive client base of multinational companies, banks, financial institutions, public and private sector enterprises and traditional private clientele. Major cross-border assignments for international institutions such as the World Bank, Asia Development Bank and IMF have added to the firm’s extensive experience and expanded its global reach. The firm also enjoys close working relationships with many international law firms such as Baker & McKenzie, DLA Piper, Linklaters, Clifford Chance, Norton Rose Fulbright, Herbert Smith Freehills and Allen & Overy. The staff at Julius and Creasy are grouped into specialist departments to provide a full range of legal services. In this way, expertise in the relevant practice areas is consolidated and expanded. Specialisation of technical and legal skills enables our experienced lawyers to innovate solutions for niche-within-niche markets, keeping them at the avant-garde of the profession. Areas of practice Admiralty and maritime, administrative and constitutional, banking and finance, capital markets, corporate and commercial, dispute resolution, infrastructure projects and project finance, Islamic 26

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finance, mergers and acquisitions, telecommunications, IT, insurance, intellectual property, labour and employment, litigation, property and construction, private clients, probate and trusts, and taxation Awards • Best Tax Firm 2016 – Sri Lanka – Acquisition International Awards • Sri Lanka Trademark Firm of the Year 2011, 2012, 2013, 2014 & 2015 Asia IP Awards • Sri Lanka Copyright Firm of the Year 2015 – Asia IP Awards • Law Firm of the Year in Sri Lanka 2015 – Corporate LiveWire Legal Awards • M&A Law Firm of the Year in Sri Lanka 2015 – Global Law Experts Awards • Intellectual Property Law Firm of the Year 2015 – Corporate International Magazine Legal Awards • Business Advisory Firm of the Year 2015 – Business Excellence Award

Julius and Creasy Dr J M Swaminathan Senior Partner Tel: +94 11 2422601 jacey@sltnet.lk www.juliusandcreasy.com


International Sector Panel

Accountancy Adviser in Greece Established in 1986 in Athens, Kleopas Alliott’s exclusive expertise covers accounting and taxation support of businesses. Managing partner John Kleopas noted: “With the thorough knowledge of the Greek reality, as well as long-term cooperation with international organisations of recognised value – combined with the experience and ongoing training of all staff – our firm fully covers all accounting and tax compliance needs. This way we provide services of an unparalleled quality, supporting business efforts both locally and worldwide.” Kleopas Alliott is also a ‘game changer’ firm in that its advisers consistently strive to introduce something new and different that will stand out in the crowded professional services marketplace. “Our aim is always to secure and simplify our clients’ business life,” said Mr Kleopas. “Accountancy is a function that every business must take seriously; failing that, they risk serious implications. That is why highly experienced professionals are required from day one. Meanwhile, recent reforms in Greece have led to ongoing changes in the tax environment; these changes have made the accountancy profession more complex and challenging.” Regardless of size and industry of the business, Kleopas Alliott fully covers all accounting, tax and compliance needs through knowledge, experience and expertise. At all times, the firm endeavours to provide a bespoke service comprised of specialist advice – ensuring a real difference to its clients, and maximising opportunities while minimising costs. The firm is also a full member of Alliott Group, a worldwide alliance of independent accounting, law and consulting firms, supporting business efforts worldwide.

Kleopas Alliott’s vision is to provide clients with unlimited opportunities to improve their business; meanwhile, the firm’s mission is to build successful long-standing client relationships. Kleopas Alliott offers a full range of services with an entrepreneurial, commercial, and focused on success approach. The main areas are: Accounting & Auditing • Bookkeeping outsourcing • Preparation of annual financial statements • IFRS • Management reports • Cost accounting • Due diligence Taxation • Statutory compliance • Tax planning and advice

Administrative Assistance • Invoice preparation • Payments to suppliers, public authorities and third parties Start-up Business • Company formation • Registration processes Corporate Finance • Evaluations • M&A

Payroll Outsourcing • Regular and extra payroll cycle calculation • Statutory compliance • HR management practical assistance

Clients working with Kleopas Alliott’s operational best practices are achieving: - A considerable change in quality because of the access to a wider experience, and deep knowledge; - Statutory compliance; - Minimisation of risks; - International experience, local expertise. Kleopas Alliott is not selling services. It provides clients with the best possible benefits, with the ultimate aim of being selected as partner of said client’s business – not as a services supplier.

Kleopas Alliott Business Consultants SA John Kleopas Managing Partner Tel: +302109579050 kleopas@alliott.gr www.alliott.gr

Growth and Success Focused Accountancy Services in Mexico KSI México is a Mexican Company of Certified Public Accountants, and one of the best domestic consulting firms. A member of KS International, an association of independent accountancy firms with over 100 offices, we operate in some 50 countries around the world to deal with your international business need.

Our commitment is to help your business succeed by keeping up-to-date with your affairs and offering a high standard of both commercial and supportive advice.

We belong to the PCAOB (Public Company Accounting Oversight Board), as a corporation to oversee the audits of public companies in order to protect the interests of investors and further the public interest in the preparation of informative, accurate and independent audit reports.

• the partners are in tune with your needs and aspirations;

KSI México offers a personal service, focused on the growth and success of our clients. We stand out for the quality of our services, offering a complete solution for each client. We provide a wide range of business service to companies in a variety of industries. The firm specialises in corporate finance advice, accounting, tax planning, consultation, and auditing services. The key to our approach is to build a close relationship between partner and client. If you are thinking doing business in México, think Ksi México. We have helped to successfully set up and grow many companies. We can tailor a special proposal for your investments.

Qualities you will find in a KSI México firm include: • a real understanding of your business;

• regular attention and support from accessible partners; • commercial realism in the advice you receive; • technically reliable responses to your enquiries. Additionally, KSI México attaches great importance to recruiting and training quality staff.

KSI México David Hernández Munguía Founding Partner Tel: +52 55 5520 5353 /01 800 849 6614 dh@ksi.mx www.ksi.mx June 2016 Corporate INTL

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International Sector Panel

IP Law Expert in India LLS has a reputation for providing exceptional legal services-and is renowned for its commitment to excellence. The firm’s ability to find out-of-the-box solutions to even the most challenging legal situations makes it one of the top rated and respected law firms in the country. Its clients recognise and value this and have entrusted the firm with some of their most important legal matters. The firm, established in 1983 as a dedicated IP practice, aims at providing world-class services with market-leading expertise in a host of domains. LLS firm handles all facets of IP-related work, including but not limited to creation, management and protection of largescale IP portfolios, enforcement, transactions including licensing, assignments, acquisitions, monetisation, strategy and planning for long-term IP optimisation. Its comprehensive range of legal services are custom-designed to meet the clients’ needs and exceed their expectations. LLS’ practice areas are diverse and include, but are not limited to, fields such as Intellectual Property, Trademarks, Patents, Copyright & Broadcasting, Designs, Geographical Indications, Dispute Resolution, Corporate, Compliance and Secretarial Foreign Investment and Joint Ventures, Infrastructure, Labour & Employment, Regulatory & Compliance. Most recently, the firm has also fortified and expanded its patent practice with the induction of experienced engineers, scientists and patent agents. Further, LLS has ventured into Non-IP Litigation services, and is also in the process of switching to 100% automated IP management systems. Mr Chaudhry adds: “The firm assists a large number of clients before judicial as well as quasi and non-judicial forums, and has over 30 years’ experience in both contentious and non-contentious matters. The firm has been responsible for IP portfolios of some of the largest names among the Fortune 500 companies.”

Mr Chaudhry has been at the helm of LLS’ practice since July 2007. Under his able leadership, the firm has developed from a small family-run IP practice into a major business law firm with immense respect the world over. Today, as a result of his efforts, LLS has grown from a handful of attorneys and family ownership to more than 58 attorneys and a support staff of 90. Crucially, Mr Chaudhry emphasises a solution-based approach to all matters entrusted to him by clients. Not satisfied by merely elucidating the law, he encourages clients to develop long-term strategies based on business goals and long-term, cost-benefit analysis. He has committed himself and the firm to develop with the needs of the clients, and is sought after for his tailor-made solutions – which cover the vast spectrum of business types across industrial segments. The firm’s commitment to provide legally and strategically sound advice for its clients is what sets it apart. “We believe in finding solutions and take pride in devising innovative, feasible and comprehensive solutions,” said Mr Chaudhry. “By applying our legal expertise, we help create opportunities that will move our clients’ enterprises forward.”

Lall Lahiri & Salhotra Rahul Chaudhry Managing Partner Tel: +9111 4350 0000 gpo@lls.in, rahul@lls.in www.lls.in June 2016 Corporate INTL

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International Sector Panel

Commercial Law Practitioner in Botswana Luke and Associates has been operating since 1996 and boasts of a wealth of experience in corporate law matters in Botswana. Its corporate clients include private companies, academic institutions, banks, individuals, multinational companies and the government. The firm’s experience includes: • assisting with drafting the draft legislation of the Insurance Act; • advising world bank on doing business; • assisting with the drafting of Financial Assistance Program (FAP) memorandum agreements; • providing legal advice to several companies in the private sector; • assisting the Central Bank with drafting the Staff Housing Project; • assisting with drafting executive consultant agreement between Botswana Life Insurance Company and Executive Consultants; • advising a major bank in England on cross border disputes. • contributing authors in various international legal books on different areas of law in Botswana. • providing legal representation to clients on litigation and dispute resolution matters According to Edward William Fashole Luke II, managing partner, the most active areas of corporate law in Botswana currently are: employment law policies and procedures; business formation and organisation; corporate governance; and arbitration. “The first three listed areas of law above are some of the most common areas of law that clients need assistance in, on any day,” he explained. “With the recent burgeoning of alternative dispute resolution methods as a way of resolving conflicts – particularly arbitration – in Botswana, some clients – especially multinational corporations – tend to prefer it over litigation.

“Private companies, who form some of our clients whom we assist with arbitral proceedings, also appear to prefer arbitration for purposes of time saving and confidentiality. As a result of this, arbitration has become one of the most common areas of law in which our clients require assistance with.” Mr Luke noted that legal complexities arise in various areas of law, including immigration law, international arbitration, employment and labour laws, mining law, etc. “The legal position on matters, is not necessarily the same in different jurisdictions, so legal advice is always the first procedure to undertake when faced with such issues,” he continued. “Our firm engages with local counsel in different jurisdictions when resolving cross border complexities that we come across.” Discussing the impact of the global recession, Mr Luke stated that while some companies have recuperated, it is quite evident in some corporate environments that the aftermath of the recession still lingers. “The global economic crisis led to a decline in the outsourcing of services from corporate clients. Legal services have been no exception to this. Clients now prefer to carry out tasks themselves, where they would seek legal assistance in the past, and turn to firms when in need of legal services that are more technical,” he concluded.

Luke and Associates Edward William Fashole Luke II Managing Partner Tel: +267 3919345 luke@info.bw; edwardwilliamluke11@gmail.com www.lukeandassociates.net

Strong IP Expertise in Germany Gunnar Baumgärtel is a German and European patent attorney representing clients in various matters concerning industrial property, notably patent prosecution, licensing and complex international litigation cases. He is a member of the Board of the German Association for Industrial Property and Copyright Law (GRUR).

nationally in Germany, regionally in Europe, and internationally in all countries and regions throughout the world.

He is a partner of Maikowski & Ninnemann, a patent attorney firm with offices in Berlin, Leipzig and Munich and a strong expertise in all areas of intellectual property protection. The firm advises on all questions relating to industrial property rights, inventions, trademarks and designs, including in particular the enforcement of such rights. Currently 15 patent and trademark attorneys work at Maikowski & Ninnemann.

The patent attorneys at Maikowski & Ninnemann are experienced in all areas of technology and have broad knowledge and experience in the fields of: physics, for example optics and light technology (such as optoelectronics, cameras, telescopes and lasers), medical systems technology, medical imaging and measurement technology; electrical engineering, for example electronics, telecommunications, semi-conductor technology, measurement and control technology, and medical technology; mechanical engineering, for example mechanics and mechatronics, plant engineering and shipbuilding; chemistry, biochemistry and biotechnology; and software.

From the beginning, the firm’s policy has been to provide direct and comprehensive contact between client and competent intellectual property expert to allow the highest levels of efficiency, and guarantee optimal strategies for protecting the clients’ intellectual property.

The firm has a special focus on managing, prosecuting and defending substantive patent and trademark portfolios as well as representing clients in complex international litigation cases.

Consequently, the firm has received numerous awards in recent years praising the outstanding quality of the legal service provided by its attorneys.

Patentanwälte Maikowski & Ninnemann

The firm’s most important services are: advice on inventions, trademarks, designs, know-how, software and licenses; advice on the law regarding employees’ inventions; prosecution and litigation of patents, utility models, design patents and trademarks

Dr Gunnar Baumgärtel Partner Tel: +49 (0)30 881 81 81 office@maikowski-ninnemann.com www.maikowski-ninnemann.com

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International Sector Panel

An International Wealth Manager in Cyprus Marcuard Cyprus Limited (MCY) is a Cyprus-based wealth management company, licensed since 2011 by the Cyprus Securities and Exchange Commission to provide discretionary portfolio management and investment advisory services. MCY is a member of Marcuard Heritage Group (MH), founded in 2003, with presence in Zurich, Singapore, Limassol, Moscow, London and Auckland/New Zealand.

issues of our high-net-worth clients (and their families). The following services are offered:

As the EU-regulated subsidiary of MH, MCY is in a position to offer its services to clients who wish to establish a relationship with an EU regulated entity so as to enjoy the benefits and security of the EU regulatory regime in relation to financial services (MiFID).

• Succession and estate planning

By being part of a leading international wealth manager, MCY is in a position to offer best-in-class portfolio management and investment advisory services by leveraging on MH world-class expertise in asset management and at the same time combining local knowledge and expertise. MCY is able to provide a number of mandates according to the individual needs, long-term goals and risk profile of each client. In portfolio management, MCY is a firm believer in absolute return strategies, as avoiding large losses which may take years for investors to recover is essential for wealth preservation. In addition to the provision of portfolio and investment advisory services, MCY has developed a niche in alternative investment funds structuring in several jurisdictions including Luxembourg, Cayman Islands and Cyprus. Alternative Investment Funds are gaining popularity among investors as they are more flexible investment vehicles and can invest in almost any asset class. Also Alternative Investment Funds can be useful as holding structures in the context of financial planning. MCY as an independent wealth manager also offers through its own, and fellow, subsidiaries, wealth planning services with emphasis in designing and implementing integrated solutions to solve the complex

• Fiduciary services • Consolidation/controlling • Insurance solutions • M&A advice • Migration/re-domiciliation • Property management • Accounting Special emphasis is given by MCY to migration/re-domiciliation services within the context of the Scheme for Naturalization of Investors in Cyprus by exception. In co-operation with external expert associates we can offer customised, efficient solutions to investors who wish to take advantage of the current Cyprus naturalisation scheme which has been rated as one of the best available today.

MARCUARD CYPRUS LTD Alexis Xenophontos BEng ACGI MBA TEP FCA Chief Executive Officer Tel: +357 25 81 48 70 alexis.xenophontos@marcuardheritage.com www.marcuardheritage.com

Intellectual Property Law Expert in New Zealand Christopher Young heads Minter Ellison Rudd Watts’ New Zealand intellectual property team and brings extensive IP law expertise to his widely recognised practice. He provides practical advice and strategy on all aspects of IP including development, protection, transfer, enforcement and commercialisation. He advises a wide range of local and international clients from individuals to SME/private companies and multinationals. Mr Young advises clients in a broad range of industries including FMCG, fashion, publishing, food and beverage, liquor,

acquisitions, mergers, financing and securitisation transactions. His experience includes significant expertise in trade marks including managing risks, launching new brands locally and internationally and strategies to commercialise, protect and enforce brands. Christopher has extensive experience with brand clearance assessments and strategies, trade mark prosecution, oppositions and revocation actions, portfolio management locally and internationally, IP audits counterfeit strategies and enforcement. His expertise in IP dispute resolution and strategy sees him coordinate litigation strategy and provide strategic and technical advice to clients and our litigation legal teams.

advertising and marketing, retail, TMT, aviation, automotive, banking and financial services, entertainment, agriculture, horticulture, manufacturing, pharmaceutical, building, forestry, education, health and ageing, transportation, and energy.

Finally, Mr Young has been consistently named as a leading individual in his field in legal guides, including Chambers Global, Chambers Asia Pacific, World Trademark Review (WTR) 1000, and Asia Pacific Legal 500.

He is a member of the Intellectual Property Society of Australia and New Zealand (IPSANZ), the International Trademark Association (INTA). In 2014/2015 Christopher held the position of Chair of INTA’s East Asia & Pacific Subcommittee for Famous & Well-Known Marks and he sits on INTA’s Asia Pacific Global Advisory Council and INTA’s Asia Pacific and Africa Subcommittee for Parallel Imports. He is also a member of the Licensing Executives Society of Australia and New Zealand (LESANZ). Moreover, he has significant expertise in commercial IP including licensing and commercialisation, franchising, and handling the IP aspects of a wide range of transactions, business

Minter Ellison Rudd Watts Christopher Young Partner Tel: +64 9 353 9910 christopher.young@minterellison.co.nz www.minterellison.co.nz June 2016 Corporate INTL

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International Sector Panel

Cypriot Commercial Litigation Expert Established in 1970, Polakis Sarris & Co LLC has grown over the years into a sizeable and versatile law firm. The company started off as a ‘one-man show’, run by the founder Polakis K Sarris, the current managing partner of the firm. “We are now an all-inclusive law firm with a staff of more than 30 employees offering a full range of dispute and non-dispute services to international clients,” noted partner Yorgos Trillidis. “The lawyers and administrative staff of the firm are allocated in our three main sectors, namely: Corporate & Commercial, Shipping & Admiralty and Litigation & Dispute Resolution.” Today, the firm’s accumulated strength emanates from in its experienced and enthusiastic litigation team, which handles court and arbitration cases quite diverse in scope and scale: from high-value, multi-jurisdictional, cross-border conflicts to lesser, yet personal and delicate, disputes. Mr Trillidis said: “We counsel and advocate on all major fields of litigation, mediation and

Co’s commercial litigators liaise regularly and thoroughly with the corporate and shipping lawyers of the firm – so as to ensure clients are given a meticulous and bespoke assessment that fits their needs and serves their purposes. Great attention is given to client-lawyer relationships. The client can be assured that the litigator assigned to the case will keep them in the loop via timely, straightforward and illustrative updates throughout and – what is perhaps more – is always willing to go the extra mile in order to attend to the client’s inquiries.” Mr Trillidis concluded by noting: “Whereas the importance of negotiation and mediation is never neglected, sometimes the call for an emergency remedy is imperative; in fact, it could be the only real remedy. Recognised by intrastate and international sources as a proactive and hands-on firm, our litigation department maintains a heavyweight fighting spirit along with a level-headed approach – and is always determined to deliver good results.”

arbitration and, when necessary, we pull together and supervise teams of experts. We take pride in the fact that we have significant experience combined with a ready-to-act attitude in all sorts of pre-emptive, immediate but cost-effective relieves such as Freezing Orders, Mareva Injunctions, Anton Piller Orders, Norwich Pharmacal Orders, and Appointment of Interim Receivers.” The firm’s client bases primarily consists of international and multinational companies from around the world, primarily in the fields of Energy, Shipping, Banking and Finance. Polakis Sarris &

Polakis Sarris & Co LLC Yorgos Trillidis Partner Tel: +357-22456000 y.trillidis@polakissarris.com www.polakissarris.com

Specialised Real Estate Advice in Switzerland François Bellanger has been practising as an independent lawyer, specialised in real estate matters since 1995. He thus has 20 years of practical experience as a partner in a law firm in this field, covering both planning and construction law on the one hand, as well as all contractual aspects of private law, including related dispute resolution on the other. Moreover, since 1998, Mr Bellanger holds a professorship at the University of Geneva, teaching planning and construction law. As such, Mr Bellanger is a recognised authority and expert in this field and has indeed spoken at numerous conferences and published numerous papers on these matters. Mr Bellanger thus has considerable and substantial experience regarding all the critical stages relating to a construction project. This experience notably covers the following: all aspects of property law including issues of ownership, servitudes, surface rights or other rights which are key for the implementation of a project; all Federal and Cantonal provisions relating to planning, in particular all planning tools essential to the completion of a large construction project; knowledge of all construction law provisions essential to secure a building permit; substantial experience in matters relating to heritage conservation and the implementation of relevant rules in the context of construction projects; substantial experience in negotiating with the cantonal authorities in the context of the implementation of the above mentioned rules in order to reach optimal solutions; all dispute proceedings relating to planning and construction matters; all procedures for public or private tenders allowing for the selection of agents and the contractors as well as all relevant disputes; the negotiation and drafting of contracts for the hiring of agents and contractors entrusted with the construction; all disputes, whether before the national courts or arbitral tribunals, relating to said contracts. Describing PONCET TURRETTINI, Mr Bellanger said: “With a team of four lawyers specialised in real estate matters, we have a broad experience covering both all land planning and construction 32

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legal issues, that are exceptionally complex in Geneva, and all contractual aspects related to construction and property. Few firms have the expertise in all those fields.” According to Mr Bellanger, the legal environment in Geneva is probably the most complex in Switzerland with a great number of federal and cantonal laws regulating the development and construction process. “This legal environment may create delays and obstacles if not properly managed,” he explained. “Such management is part of our firm’s expertise. “The key issue for foreigners is the Federal Law on Acquisition of Real Estate by Foreigners. It limits investment opportunities for foreigners that are not EU citizens resident in Switzerland mostly to commercial real estate. Acquisition of state controlled social apartment buildings may also be envisaged.” Looking ahead, Mr Bellanger expects to see continued and strong demand for residential buildings, as there is a long lasting shortage of such buildings. “However, for commercial real estate, the situation will remain tense with a pressure on the price of such assets,” he concluded.

PONCET TURRETTINI Francois Bellanger Partner, Professor of Law at the University of Geneva Tel: + 41 22 319 1111 francois.bellanger@ptan.ch www.ptan.ch


International Sector Panel

A Preferred Choice for Arbitration Services in Nigeria Strachan Partners is a leading commercial law firm, which has consistently insisted on proffering commercially-focused legal advice to facilitate legal solutions. As such, the firm is known for taking an innovative approach in its most challenging commercial transactions and dispute resolution matters. The firm’s core practice focus is in all aspects of both contentious and non-contentious areas of commercial law. Strachan Partners’ experience of over 25 years of providing innovative cutting-edge services makes it a preferred choice in rendering arbitration services. The firm was recently involved in a high profile arbitration case, which arose out of a service agreement between several multinational oil companies generating a lot of attention from both international and local press and raising a novel area in the conduct of arbitration in Nigeria which would serve as a valuable reference point for future arbitration cases in Nigeria. According to Strachan Partners, The Nigerian courts, especially the Lagos State High Court, have been a major pioneer in encouraging dispute resolution. The Lagos Court of Arbitration, Lagos Multi-door Court House and the Chartered Institute of Arbitration are other major institutions that assist law firms in the area of dispute resolution by organising various trainings, seminars and conferences to create general awareness of these mechanisms and also train professionals on the various procedures applicable to the mechanisms.

He advised that arbitration is a suitable dispute resolution mechanism for high-net-individuals, business men and women, multinational companies and companies generally, especially companies involved in the entertainment and sports industry. “These individuals and institutions are more suited to arbitration because disputes happen often in business; arbitration offers a quick amiable solution to these disputes as opposed to litigation which is plagued by undue delay in courts,” he elaborated. “In other words, arbitration saves these individuals and companies time and money, which is a viable component in the upkeep of their businesses.” Looking ahead, Mr Candide-Johnson expects an increase in arbitration cases in the coming years as the business environment in Nigeria is becoming aware of the major advantages and viability of arbitration in resolving business disputes quickly and efficiently. “Furthermore, the present administration has earmarked infrastructural development as one of the cardinal areas of its agenda. This would bring more business into the country and also increase the number of arbitration cases,” he concluded.

According to the managing partner, Mr Candide-Johnson, the main issue affecting arbitration in Nigeria is awareness.

Strachan Partners

Most people are not aware of the viability of arbitration in resolving business disputes and this is a major problem that is currently being addressed by the various arbitration institutions in Nigeria by organising symposiums and conferences, which depict the viability and advantage of arbitration as a tool for resolving disputes quickly.

Charles Adeyemi Candide-Johnson, SAN Managing Partner Tel: +234 1 2700721, 2700722 info@strachanpartners.com www.strachanpartners.com

Attractive Corporate Tax Rate in Slovenia According to Mateja Babič, founder and managing partner at TaxSlovenia/GOBBS d.o.o. in Ljubljana, the Slovene business environment remains challenging, but the current Slovene tax policy is comparatively attractive. The team of TaxSlovenia primarily serves international medium and small-size business clients, as well as individuals, in English as well as German. Professional advice at reasonable prices is the guiding motto of TaxSlovenia’s business practice. As one of the smallest EU countries, Slovenia is known for its natural beauty more than its status as an attractive tax location. However, at 17% its corporate tax rate is almost one-third lower than its four neighbouring countries: Austria, Italy, Hungary and Croatia. Its highly educated workforce – combined with recent changes in tax law, which allow a corporation with up to 100.000 EUR annual turnover and one full-time employee to have a definite annual corporate income tax rate of 3,4 % – has led many IT and other intellectual companies to establish their subsidiaries domestically. Moreover, as an EU country, Slovenia is entitled to use EU Directives – and also has a vast range of its own tax treaties. Drawing on 17 years’ professional experience in company incorporation, Ms Babič noted: “We support international clients exploring Slovenia as their future business destination from: incorporation; suggesting legal forms; and preparing full documentation, including the opening of a bank account in Slovenia or abroad. The next immediate steps are the VAT registration, labour contracts and possible rent contracts. Together with our in-house accounting company, we also offer accounting and payroll services.”

She continued: “For a foreign company, the sole fear upon entering the market is not having a reliable partner, who would provide the newcomers with all possible information required for sound business decisions. We therefore strive towards personal meetings and brain-storming solutions with clients before initiating certain procedures.” In addition, the firm assists clients in corporate tax matters, primarily providing tax advice or obtaining rulings from the competent tax authorities in corporate or personal income law, VAT and tax procedural law. “TaxSlovenia is a much-respected business adviser, serving as a supporting tax and legal advisory partner to international M&A projects that include one or more Slovene subsidiaries,” concluded Ms Babič. “We commonly deal with cross-border VAT issues – and provide a reliable tax compliance services in Slovenia.”

TaxSlovenia / GOBBS d.o.o. Ms Mateja Babič Managing Partner Tel: +386 40 509 499 office@taxslovenia.com www.taxslovenia.com June 2016 Corporate INTL

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International Sector Panel

Boutique International Tax Services in France Maryse Naudin Maryse Naudin began her career in the tax department of one of the major international accounting firms, where she was specifically in charge of the real estate practice and the South East Asia corporate clientele, prior to co-founding Tirard, Naudin in 1989 with Jean-Marc Tirard. She now has more than 30 years’ experience in advising and defending a varied clientele, from multinational corporations to high net worth individuals, in relation to cross-border tax issues. She notably has a wealth of expertise in advising foreign investors acquiring French assets (in particular real estate property), as well as advising French clients with foreign interests. Maryse Naudin is also experienced in setting up and structuring multinational large and medium sized groups in Europe (notably in the e-business sector) and has a proven expertise in comparative corporate taxation of trading and holding companies within the EU. She negotiated (together with Jean-Marc Tirard) the first FranceUS transfer pricing APAs for Visteon Corporation (an American global automotive electronics supplier spun off from the Ford Motor Company in 2000). Maryse Naudin also has a particular expertise in tax litigation in all aspects of French taxation with a particular emphasis on international tax matters (including European community freedoms and fundamental law principles). She is a frequent speaker at seminars dealing with international tax planning in the context of various matters, such as European Holdings or structuring investments in French real estate. Tirard, Naudin Tirard, Naudin is a highly reputed boutique law firm co-founded in 1989 by Jean-Marc Tirard and Maryse Naudin, which specialises in international tax, tax representation and litigation in all aspects of French taxation with a particular emphasis on international tax issues. Ouri Belmin manages the firm’s team in Paris.

The firm’s client base includes corporate clients, who come both for its special expertise in negotiating with the French tax authorities and for its experience of structuring international transactions. It also acts for high-net-worth private clients and their families who need help in resolving complex tax and inheritance issues. The firm has considerable expertise in property tax issues and the creation of efficient structures for non-resident investors. Tirard, Naudin has been involved in numerous tax litigations in particular concerning European community freedoms and fundamental law principles, and the firm’s lawyers have an excellent knowledge of all stages and aspects of the French tax procedure. Many of Tirard, Naudin’s clients are referred by leading law and accounting firms and other professional worldwide organisations, and the firm acts regularly as “lawyer’s lawyers”, providing specialist support for other firms and their clients. Among many articles and books, Jean-Marc Tirard has published La Fiscalité des Sociétés dans l’UE (8th edition 2010) translated in English as Corporate Taxation in EU Countries (Longmans). He is the former chairman of the Tax Commission of the French Committee of the International Chamber of Commerce and co-chairman of the International Tax Committee of the same organisation.

TIRARD, NAUDIN Maryse Naudin Partner Tel: +33 (0)1 53 57 36 00 tirard.naudin@online.fr www.tirard-naudin.com

Award-winning Tax Services in Belgium Jo Vanbelle commenced his career as a specialised lawyer in company and (international) tax law in 1995, directly after obtaining his Master of Laws degree with cum laude from Louvain University (LLM, K.U. Leuven). His own law firm, which he successfully founded in 1999, is best classified as a highly specialised boutique-style law firm: every case and everyone is unique and should be treated with the highest level of professionalism! Mr Vanbelle has published books, over 30 essays and many more court case reviews on specific legal topics related to real estate, company law, and contracts, financial and banking law – some of which are still used as references within the profession. He was also editor-in-chief of several prestigious law reviews and a member of the European Association for Banking and Financial Law. To date he has been serving as professor of law and lecturer at seminars and trainings for the Brussels Bar Association, several international private banks, insurance and audit companies – activities he started in 1990.

The firm also offers similar services to high-net-worth individuals or families in their quest for solutions or improvements regarding their assets and wealth, both privately held as through their companies or other legal structures. The team consists of several (internal and external) highly qualified, trained and experienced lawyers, mostly with an additional degree in tax or company law, and several paralegals. Given its boutique size and solid partnerships, the firm excels in offering efficient, detailed and personalised services covering Belgium and EU member states, within the legal field as well as in accounting, audit, financial analysis, real estate, notary issues, banking and insurance. Vanbelle Law is located on the prestigious Avenue Louise in Brussels, from where all core services of the firm and its partners operate. Thanks to a solid network association with “Navas & Cusi Abogados”, the firm also covers similar operations with a group of over thirty lawyers in Madrid, Barcelona and Marbella (Spain).

Since 2006 he has been appointed by the Belgian King as a deputy judge at several Brussels courts and therefore has a complete overview of law-in-action both as a lawyer and a judge, an experience of which his clients still benefit like nowhere else.

Vanbelle

Vanbelle Law offers highly specialised advice, assistance and solutions for the professional market covering both (inter)national companies and enterprises wishing to establish, merge, acquire or improve their business in Belgium or elsewhere in Europe, or wanting to obtain tax and company advices, audit or assistance during court proceedings, rulings or (inter)national tax planning operations.

Jo Vanbelle Managing Partner Tel: +32 (0)2 431 64 00 Fax: +32 (0)2 431 64 01 jv@vanbelle-law.be www.vanbelle-law.be

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International Sector Panel

Award-winning Immigration Law Firm in Canada When you need to move your people across borders, VisaPlace is here to make it happen. US and Canadian corporate immigration is the firm’s specialty, and some of the world’s leading companies count on its comprehensive and customised solutions. VisaPlace has founded over 17 years ago with one mission: ‘To provide clients with affordable, effective and expeditious immigration solutions.’ All of its cases are handled by competent and experienced immigration professionals who are affiliated with VisaPlace. These professionals consist of lawyers, licensed paralegals and consultants who adhere to the highest standards of client service, and are trained to deal with government officials effectively in order to maximise outcomes for all visa applications. Today, the firm places particular focuses on the people in business – executives, entrepreneurs, investors, senior managers and employees moving across borders. The firm’s specialties include: • Intracompany transfers • Business visitor visas • All temporary and permanent visa applications (including H-1B, TN, O-1, L-1, E-2, E-1, J-1, H2B, PERM, EB-1, EB-2, EB-3) • Applications for Canadian work permits under NAFTA, GATS and other international trade agreements • Immigration law and compliance support for Human Resources • Labour Market Impact Assessments • Compliance • Advising and preparing US and Canada entry documents • Post arrival follow-up • Troubleshooting unique, urgent and contentious circumstances VisaPlace founder Michael Niren noted: “Whether you are recruiting foreign workers, relocating a large volume of Canadian or US employees, or facing a challenge specific to your global business, we are ready to deliver on your needs. Our visa processes are scaled to accommodate large volume caseloads, urgent matters and complex immigration applications.

“We consider our approach to providing immigration law services unique in the industry. Our innovation, robust case management technology, continuing legal education, internal quality control and strong value system empower our organisation. Each visa application is treated with the same commitment to quality for the most efficient, smooth and cost-effective cross border transitions. Plus, our senior legal counsel is always available to resolve specific issues or concerns.” VisaPlace’s corporate immigration lawyers and attorneys have helped thousands of individuals and companies travel smoothly to do business. VisaPlace’s comprehensive service offering includes: • Award-winning attorneys • Strategic HR partners • Efficient, custom solutions • Robust infrastructure • Cost-effective, proven results • Worry-free relocation Voted top immigration lawyers in Toronto for seven years in a row, VisaPlace is one of the largest full-service immigration firms in Canada, and has served its clients for two decades. Headquartered in Toronto, the firm has offices across North America.

VisaPlace Michael Niren Founder Tel: +1 416 410 7484 michael@visaplace.com www.visaplace.com

Anti-Commercial Bribery Amendments for China Zhong Lun Law Firm is one of the leading law firms in China. Dr Zhang is one of main partners responsible for regulatory compliance practice of the firm; she was elected into the expert panel for the policy ethics assessment by Shanghai Pudong Government as the only practising lawyer in August 2013, together with six other experts from the legal department of Shanghai Municipal Government, Bureau of Corruption Prevention of Shanghai Municipal Commission for Discipline Inspection, and the legal department of Pudong Government. Dr Zhang is the main legal counsel to Shanghai Pudong Government since June 2013, and Shanghai MOFCOM since January 2016. She advises Fortune 500 companies and MNCs on anti-commercial bribery cases in the industry lines of foods and drugs, medical devices, manufacturing, consumer products, construction, IT, energy and resources. In addition, Dr Zhang has been recognised as one of top three leading individuals in regulatory compliance area in China by LEGALBAND in 2016 following its recognition in 2015. She is a frequent speaker and author for international conferences and publications in anti-commercial bribery and regulatory compliance. Her recent articles include China Layout of Mergers & Acquisitions Report 2015 – Antitrust and Anti-corruption Regimes (published by IFLR International Financial Law Review, March 2015); Bribery and Corruption Compliance Risk in China: A Guide for the In-house Practitioner (published by PLC, October 2015); What Should I Do When I’m Being Investigated? (published by China Law and Practice, November 2014); and Corporate Crime, Fraud and Investigations of China (published by PLC, February 2014). Dr Zhang noted: “It is especially important in China to differentiate each regulatory/enforcement agency, understand their authority and process, communicate with them in their language, and most importantly to understand local practices and procedural requirements. “Besides, considering the employees’ using of texting, WeChat and other personal devices and personal accounts of social media is practically the norm in China. Further, foreign-invested enterprises in the country are advised to pay attention to the rules of PRC

privacy law and secret protection law in the anti-commercial bribery investigations, initiated by internal compliance team or by foreign enforcement agencies.” On 25 February 2016, the State Council released Proposed Amendments to the PRC Anti-Unfair Competition Law (‘Proposed Amendments’), which further clarify the definition of commercial bribery and the accountabilities of the employers for the employees’ conducts of commercial bribery, and intend to enhance the enforcement measures and impose tougher sanctions on commercial bribery. According to Dr Zhang, the Proposed Amendments are expected to become law in the near future upon taking into consideration of the public opinions. “Meanwhile,” said Dr Zhang, “PRC Administration for Industry and Commerce Interim Provisions on Disclosure of the Information on Administrative Punishment, which came into effect in October 2014, require disclosure and public access of administrative punishment decisions and summaries of administrative punishment information, which reinforce the concerns of reputations of foreign-invested enterprises with commercial bribery risks and demand lawyers with practical experience in this field to minimise any adverse effect of potential disclosures – and so this has become another prevalent area of expertise for Zhong Lun Law Firm.”

Zhong Lun Law Firm Dr Haixiao Helen Zhang Partner Tel: +86-21-60613508 haixiaozhang@zhonglun.com www.zhonglun.com June 2016 Corporate INTL

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Funds Focus Contents Funds in Guernsey – Page 38

Funds in Isle of Man – Page 44

Funds in Jersey – Page 46

Funds in Luxembourg – Page 50

Funds in Malta – Page 54

Funds in Switzerland – Page 60

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Funds in Guernsey

FUNDS IN

Guernsey Finance is the promotional agency for the island’s finance industry internationally. The joint government/industry body is responsible for promoting Guernsey as a leading international finance centre, including its internationally renowned banking, investment funds, private wealth and insurance sectors, across traditional and emerging markets. Headquartered in Guernsey, the organisation also has representation in Shanghai, Hong Kong and Dubai. Within the funds space specifically, Guernsey Finance has also become well known for hosting the hugely popular Guernsey Funds Forum in London. The conference, which takes place in May each year, is a one-day event that attracts around 500 funds professionals.

which further reinforced Guernsey’s reputation as a leading funds domicile after revealing the extent to which the island facilitated the flow of capital globally, including £105 billion of investment in Europe – 49% of which originates from investors located outside Europe itself.

Funds in Guernsey

“The report highlighted Guernsey as an integral conduit facilitating the raising of capital from investors in different countries, subsequently allowing for the redeployment of this capital into global assets,” he explained. “The report emphasised the fact that global investors are comfortable utilising Guernsey structures, in large part due to the island’s reputation, regulatory track record and high standards of transparency. Similarly, it reaffirmed Guernsey’s particular expertise in alternative investment assets – a key asset class for many investors.”

According to Dominic Wheatley, chief executive of Guernsey Finance, Guernsey’s funds industry remains in a good place. Most recently available figures from the Guernsey Financial Services Commission (GFSC) to the end of December 2015 show that the island’s funds sector has enjoyed year-on-year growth, with the net asset value of all funds under management and administration in the island reaching £227.6 billion – an increase of £8.2 billion (3.7%) on the same point in 2014. In total, Guernsey’s financial services regulator approved 86 new investment funds during last year, comprising 63 closed-ended funds, eight open-ended funds and 15 non-Guernsey open-ended schemes, meaning the total number of funds currently approved for domiciling or servicing in Guernsey stands at 1,012. “Guernsey also remains the jurisdiction of choice for entities listing on the London Stock Exchange (LSE),” said Mr Wheatley. “LSE data shows that at the end of December 2015 there were 129 Guernsey-incorporated entities listed on the Main Market, AIM and the Specialist Fund Market (SFM) – more than any other jurisdiction globally (except the UK).” Mr Wheatley highlighted a recent KPMG report, titled ‘International Capital Flows’, 38

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Positive Developments Mr Wheatley stated that there have already been some positive developments in 2016. The Guernsey Investment Fund Association (GIFA) has signed a Memorandum of Understanding (MoU) with the China Association of Private Equity (CAPE). The agreement sets out a statement of intent to facilitate collaboration in the areas of training, corporate governance, events, research and public affairs. “Our funds industry, particularly the private equity and venture capital space, has considerable expertise and substance to call upon which we are more than happy to share with our counterparts in China,” he elaborated. “We know there is significant interest in China and Asia generally in doing business with Guernsey and we

hope the MoU will help to facilitate those business flows, while also bringing longterm benefits to all members involved.” Other developments include the VinaCapital Vietnam Opportunity Fund completing its migration from the Cayman Islands to Guernsey. The closed-ended investment company, which had net assets of $710.5 million at the end of March, is one of the largest and most successful funds investing in growth areas in the Vietnamese economy. “In explaining the reasons for the migration, the fund’s directors said it had become apparent that its place of domicile was a barrier to certain potential new investors, while reasons for choosing Guernsey included its well-established infrastructure for the administration of closed-ended funds listed on the LSE and a robust regulatory and compliance regime,” continued Mr Wheatley. Another fund relocation has been SafeCharge International Group Limited which migrated from the British Virgin Islands to Guernsey. A provider of payments services, risk management and IT solutions to global online businesses, SafeCharge is listed on LSE’s AIM and is currently capitalised at about £400 million. “SafeCharge’s decision to move to Guernsey was also motivated by several factors, one of those being Guernsey’s reputation for LSE listings and that it would therefore be well-positioned for a potential move to the LSE’s Main Market in the future,” he added. “Having its domicile in Guernsey will also enable the company to enjoy greater exposure to potential investors thereby facilitating liquidity in its shares.”


Funds in Guernsey

GUERNSEY Guernsey’s Advantages

In the current environment, Mr Wheatley believes that investors are looking towards jurisdictions with a track record, expertise and substance. “Take the example of private equity which has been taking place in Guernsey for 20-25 years, other international finance centres with fledgling private equity industries simply don’t have the infrastructure, including the experienced Non-Executive Directors (NEDs), as experience comes over a period of time, through growing, learning and adapting,” he said. He also stated that Guernsey has the advantage of significant substance already being present in existing structures, which he believes is the reason that Guernsey has continued to see new funds launch throughout the introduction of Alternative Investment Fund Managers Directive (AIFMD) in 2013 and during the OECD’s Base Erosion and Profit Shifting (BEPS) consultations more recently. “Guernsey is also home to an enviable community of experienced NEDs that are specialist in the areas of private equity, infrastructure, real estate and debt, amongst other things,” he added.

In response to AIFMD, Guernsey introduced a dual regulatory regime that meant it was possible to continue to distribute Guernsey funds into both European and non-European countries. This regime consists of the existing approach for those managers not requiring an AIFMD fund, including those using National Private Placement Regimes and those marketing outside Europe, as well as an opt-in regime which is fully AIFMD compliant.

Impact of Fintech Mr Wheatley believes that fintech will continue to have a greater impact on how people invest and what investors look to invest in. Investments into fintech start-ups have increased substantially in recent years, while crowdfunding – a segment within the fintech market – has itself become an increasingly used funding source. “Guernsey is playing its part in this fintech growth too,” he commented. “Funding Circle, the peer-to-peer lender listed its small business investment trust on the LSE Main Market at the end of last year.”

Based in Guernsey, the closed-ended collective investment scheme raised £150 million and is focusing on loans to small businesses in the UK, US and Europe. Similarly, White Star Capital, a transatlantic venture capital group, raised $70 million in LP commitment for its first institutional fund at the end of last year. The Guernseydomiciled investment vehicle will deploy between $500,000 and $5 million in initial investments into fledgling technology companies across North America and Western Europe. More recently, the founders of Guernsey investment company RAW Capital Partners have played leading roles in the launch of a new online investment service by fintech firm Wealthify. “The service, which is designed for the digital age, is open to anyone with any amount to invest and requires zero investment knowledge. Customers follow a simple online process to sign up in minutes. Behind the scenes, Wealthify experts build personal investment plans aligned to an individual’s attitude to risk, then invest, monitor and manage their money for them every day,” concluded Mr Wheatley

Response to AIFMD A recommendation by the European Securities and Markets Authority (ESMA) in July 2015 to grant Guernsey a ‘third country’ passport under AIFMD was certainly welcomed by the island’s funds sector and further reinforced its appeal, particularly to non-EU managers. “Guernsey is one of only three jurisdictions to receive the recommendation to date, which, if approved by the relevant European authorities later this year, would further enhance Guernsey’s position to distribute funds into Europe,” said Mr Wheatley.

Guernsey Finance Dominic Wheatley Chief Executive Tel: +44 (0) 1481 720071 d.wheatley@guernseyfinance.com www.guernseyfinance.com

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Funds in Guernsey

Clarus Risk Max Hilton Managing Director Tel: +44 1481 231815 max.hilton@clarusrisk.com www.clarusrisk.com

Clarus Risk

Clarus Risk (Clarus) is a niche fintech firm providing independent, institutional investment risk solutions. Following the global financial crisis there was a reactionary demand for greater transparency and independent risk reporting, and initial clients were typically fiduciaries invested in alternative investment funds, requiring a risk governance solution. Over time, regulation has become an increasingly important driver for risk management solutions, in particular funds legislation such as the Alternative Investment Fund Managers Directive (AIFMD). Clarus’ core institutional offering, RiskMonitor® (RiskMonitor), addresses AIFMD regulatory risk requirements and has also attracted interest from insurance companies and FX brokerage firms with similar regulatory risk demands. According to Max Hilton, managing director, RiskMonitor serves as a glue between key counterparties within an investment structure, typically taking position-level and NAV data supplied by the fund administrator, or custodian, and providing risk data and reports to those responsible for risk oversight and governance. As such, each client is provided with a customised solution as the combination of counterparties, necessary risk calculations, and reporting requirements is unique to each client. Mr Hilton noted: “Clarus normally provides initial consulting at takeon to ensure that ongoing risk reporting is consistent with risk policy; that risk metrics are appropriate and consistent with those employed by the portfolio manager; and that the frequency of reporting is reasonable. On an ongoing basis RiskMonitor is either administered by Clarus, or deployed as an application to clients. Our fiduciary solution, TopSheets, follows a similar model and monitors investment risk over time for trust and pension company clients. Such solutions represent an effective alternative to sourcing an ‘off the shelf’ product or to developing risk systems ‘in-house’.” Mr Hilton went on to explain that Clarus’ USP is that it is an independent and specialist firm, since financial risk solutions are its sole business. Also, that the core of its business is financial technology, rather than consulting which enables the firm to customise ongoing solutions. Prior investment risk experience is also extremely important, and the founding directors of Clarus all bring complementary experience from leading investment banks and alternative investment funds. The Guernsey funds industry benefits from an excellent reputation, particularly within private equity and private equity real estate, fund of funds and alternative finance. The funds industry in Guernsey is mature and provides a range of high quality service 40

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providers including: fund administrators, custodians, lawyers and auditors. This reputation continues to make Guernsey not only a highly attractive jurisdiction for funds, but also appealing for managers. “We are currently working with managers who are new to the Island,” said Mr Hilton. Guernsey has a well-established trade association, The Guernsey Investment Fund Association (GIFA), which represents the interests of professional firms involved in the local fund management industry such as Clarus. A number of local firms also participate in national or regional professional bodies; Clarus is actively involved with the CFA UK, and provides the chair to the ‘CFA UK Performance & Risk Special Interest Group’. The interaction between regulatory and professional bodies, locally and internationally is particularly important at a time when regulatory and competitive pressures are on the rise.” During 2015, Guernsey was one of just three jurisdictions recommended as candidates for a ‘third country’ passport under the AIFMD and, as Mr Hilton notes, this has been crucial for the Island. Guernsey’s dual regime provides managers with the opportunity to opt-in to AIFMD and benefit from its enhanced reputation and marketing framework. AIFMD has placed further scrutiny on manager substance and the need for personnel and systems to be tied to the investment management or risk management functions. “In this regard, Guernsey is relatively well placed with qualified and experienced financial services personnel,” said Mr Hilton. “Guernsey’s proximity to European financial centres, in particular London, readily facilitates the required hierarchal and functional separation without compromising operational efficiency and communication.” He added: “Our business is necessarily involved more with ‘alternative’ asset

classes, typically hedge funds but also private equity and real estate. We have seen increasing interest in AIFMD. In spite of initial resistance, perception of the legislation appears to be evolving to become desirable and internationally recognised, something which UCITS has clearly achieved. AIFMD was of course intended to provide a more robust regulatory framework for alternative funds; the challenge has been to apply a consistent set of rules and requirements for such a heterogeneous industry, and risk management has been one of the areas that has posed the greatest difficulties, particularly in its application to less liquid asset classes such as private equity. “Meanwhile, we have seen a growing interest in the use of managed accounts as an alternative to investing in a hedge fund. The drivers behind this trend appear to be the growing bargaining power of hedge fund investors to be able to negotiate their own managed account rather than being an investor in the fund; and, the operational improvements on the part of alternative managers in being able to facilitate this. Our role is typically to monitor a specific account as well as to aggregate and monitor an investor’s exposure across all managed accounts. “2016 seems set to be another extremely challenging year with broad hedge fund indices such as HFR showing a loss in Q1, following a loss during 2015. Such a tough market environment is bringing even greater scrutiny to bear on managers to demonstrate that any excess returns are truly skill-based and worthy of the associated higher fee structure. Commodity markets and commodity dependent economies have also endured a torrid time recently and we see interest in new funds looking to take advantage of specific distressed market opportunities.”


Funds in Guernsey

JTC Group in Guernsey

JTC Group in Guernsey Adam Moorshead Managing Director – Guernsey Tel: +44 1481 746 324 adam.moorshead@jtcgroup.com www.jtcgroup.com

JTC Group is a multijurisdictional, independent provider of institutional and private client services. Established for over 25 years it has significant global experience and US$ 70 Billion of assets under administration. Whilst established in Guernsey for just five years, through the acquisition of three local fund administration businesses it is now one of the largest fund administrators in Guernsey, with a heritage going back 50 years. It provides full administration and fiduciary services to all asset classes and both closed and open-ended structures for an international client base. JTC Group typically provides services to Guernsey domiciled management and fund companies; significantly however, it also provides administration services to a large number of non-Guernsey schemes, including UK regulated structures. It has a full range of services, including: transfer agency and investor services; accounting and administration; bookkeeping; financial reporting; domiciliation services, establishment and structuring support, project management, company secretarial services, compliance and regulatory reporting. It also provides services to private clients and family offices under our full fiduciary licence.

Differentiating Factors Given the relatively large number of licensed service provides within the Guernsey market, Adam Moorshead, JTC Group’s Guernsey Managing Director, believes that being able to distinguish yourself is absolutely key. One of the ways that he believes JTC Group differentiates itself is that it is majority owner managed. Every member of staff has a stake in the business through an employee benefit trust, which he believes makes them very focused on providing bespoke, high touch services that deliver great value for money. JTC also has an exceptional working relationship with its minority PE backer CBPE, who are extremely supportive of the business. “As the business has grown through acquisitions of both boutique and institutional administration providers we have a unique blend of an industrial strength infrastructure combined with a bespoke service mentality. I think we go above and beyond for clients,” he said. “We’ve got great people, who have great systems to work with, and an excellent client book with many blue chip companies with whom we’ve had long term relationships. We are also rare in the market as we have a broad capability, from administering daily dealing UK UCITS funds to Private Equity, Real Estate, Debt and we have 11% of the Guernsey London listed market. We are a business of specialist service lines rather than being focussed on a single sector. This means our senior people have a huge amount of experience to bring to the table.”

A Strong Position Mr Moorshead stated that it is a particularly exciting period for Guernsey as a world-class international finance centre and a specialist fund administration platform. He believes that Guernsey is in a very strong position to benefit from a ‘migration to quality’ trend that is being seen as a result of media focus on offshore jurisdictions. “That strong position is about Guernsey setting out a strategy and sticking to it, we’ve been constant,” he explained. “We’ve been leading the way on transparency reporting, we were early adopters of FATCA, CDOT, CRS and AIFMD. Contrary to some of the misinformed reporting, the Guernsey Regulator has been at the forefront of implementing strong and pragmatic regulation to protect investors, often well in advance of the UK and Europe. Guernsey’s legal system, its professional advisors and its service providers have all taken leading roles in helping the drive to high quality financial services. The Island depends on this industry hugely and we have steered clear of riskier strategies since the early days.” “Guernsey is ideally placed to support international transactions and collective investments that are sensibly structured to prevent them being taxed twice, which is hugely inefficient. There’s the right blend of expertise, experience and practicality to provide value for money, speed to market and a well regarded jurisdictional brand to incorporate investment vehicles that facilitate capital raising.”

Legislation and Regulation Mr Moorshead believes that service providers in the island have done an impressive job of implementing reporting and administration services to meet the waves of legislation and regulation that have impacted the industry since the financial crisis. Effective collaboration between the government, the regulator and industry has meant that Guernsey has kept itself at the front of the pack. Of particular note is the approach to AIFMD where there is a flexible and pragmatic offering. “The funds regulatory regime is regularly under review and measures up favourably to competitor jurisdictions,” he continued. “The

recent announcement at the 2016 Guernsey Funds Forum event in London of the Manager Led Product is a perfect example of how the Island can be nimble and effective.” “The industry works closely with the regulator to pass on requirements for new innovative products. The Guernsey product suite and regulatory environment is constantly evolving, not only dealing with international changes to ensure we remain competitive and relevant to the needs of the industry today.”

Current Trends Mr Moorshead highlighted that debt still seems to be a strong asset class, adding that anything with a decent yield is attractive to investors at the moment. Infrastructure also remains quite popular within the Guernsey market, with a number of the large closed ended funds invested in the area. Private Equity is still attracting both Sovereign and Family Office capital. “As an emerging trend, we’re certainly seeing a number of tech funds starting up on the back of the technology boom at the moment,” he explained. “What was previously the territory of angel investors and venture capitalists is now moving into the mainstream arena of corporate funds providing access to a diversified portfolio of start-up tech companies.”

Predictions Looking ahead, one thing Mr Moorshead is absolutely sure of is that the regulatory environment will not get any easier. Aside from this, now that AIFMD has matured, he can see investors applying pressure for independent depositories to safeguard AIF assets. “I also think Guernsey is a great location for asset managers wishing to relocate and establish substance operations, it has a mature financial services industry, good transport links and it’s an easy place to do business from. The island has a lot of entrepreneurs and their families who appreciate the lack of commuting time, excellent education opportunities and quality of life. I expect a rise in the number of managers choosing to set up in Guernsey.” “There will be continued – and uninformed – pressure on offshore jurisdictions. We need as a jurisdiction to get our message across: we’re a perfectly viable, tax transparent jurisdiction, which is a great location to access Europe, the UK market and the rest of the world. Because of the expertise of the service provision on the island that has built up in the last 50 years, we’re also an excellent location from which to service nonGuernsey schemes, so we really do operate on a global basis,” he concluded. June 2016 Corporate INTL

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Funds in Guernsey

State Street Alternative Investment Solutions, Guernsey State Street is the global leader in alternative fund administration (based on an eVestment Survey 2015), and a leading full-service global provider to the alternative investment market. Innovative product solutions, broad industry expertise and unparalleled service capabilities are the backbone of its offering. The firm is a truly end-to-end solutions provider. In Guernsey, it has more than $10 billion in assets under administration across all regulated fund types (open and closed ended), and is the perfect partner to support an investment manager’s growth ambitions. Vice president Tim Wilson noted: “We have the scalability and unparalleled ability to develop solutions to grow with our clients and meet their evolving challenges. Globally, State Street is at the heart of financial services with our locally based team ideally placed to harness the servicing power of State Street as a whole. By recruiting the best people, we are able to build strong partnerships.” Over the past decade, State Street Guernsey has built deep relationships with investment fund houses. Its professionals have successfully supported promoters from their first cornerstone Guernsey fund, where fund administration servicing requirements were vanilla in nature, and have evolved with their needs to provide Delaware and Luxembourg fund services, Depositary, AIFMD reporting and banking, among other needs. According to Mr Wilson, the firm’s solution-driven approach means that clients can select the relationship approach that best suits their needs. In the majority of cases, clients tend to select to have a Guernsey-based Client Service Manager (CSM). By listening to clients’ needs, State Street can also find the appropriate servicing model fit using one of its numerous established outsourced servicing models. Whether it is a LondonListed Fund, a private equity fund or an open-ended fund, the CSM will lead the operations out of Guernsey and seamlessly bring the global servicing together into one touch point. Using a combination of client-facing, operational service calls and physical service review meetings, its CSMs are always in touch and at the heart of the operation anticipating a client’s needs. Mr Wilson commented: “In recent years, State Street Guernsey has been fortunate 42

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State Street Tim Wilson Vice President Tel: +44 1481 704513 tim.wilson@ais.statestreet.com www.statestreet.com enough – despite tough market conditions – to partner with two promoters, new to the island. Interestingly, both are US-based, and were attracted by the world-class regulatory reputation of Guernsey and the London listing regimes. There definitely seems to be continued institutional investor demand for Guernsey-domiciled funds.”

the due diligence and track record testing may involve significant work behind the scenes for a new promoter to the island, for existing promoters, the Fast Track regime is relatively straightforward and reflects favourably on the island when promoters are making structuring decisions on whether to return to the island.

Where State Street Guernsey has seen growth is both in the private debt fund and infrastructure fund space, and this is certainly consistent with the market trends observed across the Guernsey fund industry as a whole. State Street has a market-leading technology platform to service debt funds – Wall Street Office. On the infrastructure side, demand has typically come from US and East Asian institutional investors. The popularity of Infrastructure funds continues, owing to the predictable nature of their cash flows and returns. The typical infrastructure fund varies in size; however, some funds are in the upper echelons, approaching the fully invested $1 billion NAV size.

Mr Wilson went on to explain that not only does the world-class regulatory regime attract good-quality business to the island, the presence of a wealth of highly experienced fund professionals across the administration, audit and legal sectors is a another key pull factor.

Meanwhile, the Guernsey Financial Services Commission’s (GFSC) Fast Track Fund Regime has proven to be very popular with State Street’s clients, and the three-day registration approval time-frame is another factor that is advantageous to Guernsey as a fund jurisdiction. While as administrator,

He concluded: “Today, State Street Guernsey typically administers a GFSCregulated fund structure with a limited partnership or company at its core. While Guernsey is selected as the jurisdiction for the investor level entity for tax neutrality purposes, we often see underlying investment vehicles being set up in other jurisdictions. Due to State Street’s global presence, we are able to seamlessly service such structures entirely. “While new promoters may be short on the ground in the short term due to tough market conditions, we expect to see existing promoters continue to grow organically.”


Funds in the Isle of Man

Funds in the Isle of Man The Isle of Man Wealth & Fund Services Association The Isle of Man Wealth & Fund Services Association was established in 1987 as a trade association to represent the Island’s growing fund administration and management industry. Its members and objectives have evolved over its twenty nine year history and today the Association represents a wide spectrum of the Island’s wealth and fund services industry, including fund managers and administrators, corporate service providers, trustees and custodians, stockbrokers, asset and investment managers, life assurance companies, banks and deposit takers, auditors, tax accountants and lawyers. Locally, the Association forms a unique industry wide body to consult with the Island’s government and regulator, as well as working closely with the government’s Department of Economic Development to promote the Island’s services. Furthermore, it seeks to support member firms by offering a series of networking, training and CPD events throughout each calendar year.

Isle of Man Wealth & Fund Services Association Carolyn Gelling, Chartered FCSI, Chartered Wealth Manager, Dip IoD Chairman Tel: +44 (0) 1624 645200 carolyn.gelling@thomasmiller.com www.iomfunds.com

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Funds in the Isle of Man The Association is particularly active in terms of marketing activity and each year provides a program of international marketing events for its members, working closely with the Isle of Man Government’s Department of Economic Development to promote the Island and its services. This month the Association will act as co-sponsor to the Hedge Fund Start-Up Conference in London and BVCA regional dinner series events in Bath and Leeds. It will host a Spring Reception in London and support a key event called “ISLEXPO” on 24th and 25th May in the Isle of Man, which will celebrate the enterprising spirit captured by the Isle of Man’s mantra ‘Where You Can’ and demonstrate opportunities for starting, growing and relocating a business on the Island.

Current Investment Fund Vehicles in the Isle of Man As well as being a favoured location for the AIM listing of closed-end funds, the Isle of Man offers a suite of open-ended fund types and serves to provide a number of options that can be aligned to the intended investor audience, whether that be retail or institutional investors and which can accommodate multi-currency and multi-asset class mandates. The ‘Authorised Scheme’ has the highest level of regulatory oversight and is thus more suited to retail investor audiences, whereas the ‘Professional Scheme’ types may be more appropriate for experienced investors and certain specific asset classes. The ‘Exempt Scheme’ is a private scheme that is intended for no more than forty nine investors and cannot be promoted, it can therefore serve

as a suitable home for family arrangements and incubator funds that are looking to build investment track record. The Isle of Man is also home to the administration of many non-Isle of Man domiciled schemes, due to being a stable jurisdiction in a European time zone where professional services can be undertaken to encompass all of the backoffice administration including secretarial, shareholder registry, valuation and accounting services.

Advantages of the Isle of Man The Isle of Man is a leading international business centre renowned for its innovation, professionalism and transparency, coupled with long-standing economic and political stability and a business friendly environment. It is a well-established funds jurisdiction with over $22 billion of assets under management or administration as at 31st December 2015 and offers a full complement of supporting professional services. From an international perspective, the island has a long-standing policy of positive engagement with international initiatives and standards. These are compelling factors which continue to support the desire of individuals and their advisors to employ the services of professional adviser firms based on the Island. Indeed, the Isle of Man benefits from the credential as a G20/OCED ‘white-listed’ jurisdiction for transparency and is recognised by the IMF, FATF, EU Code of Conduct and other bodies for meeting international obligations. Supporting the launch and ongoing administration of fund vehicles in the Isle

of Man is a highly skilled and adaptive workforce, which has in turn supported both private individuals in the growth of their personal wealth and for their businesses to grow and flourish in or from the island. There are no restrictions on residency, although a flexible and pragmatic work permit system does exist and the Island offers a highly skilled and cost effective infrastructure for fund managers and professional service firms to base their businesses, coupled with ease of travel links to major UK cities and elsewhere. Furthermore, local government Ministers (“MHK’s”) and representatives of its regulatory bodies are approachable and progressive in their thinking and it is no small testament to its success that the Island has maintained more than 30 years of consecutive economic growth against a much different global backdrop. The Isle of Man has developed a clear and simple tax regime for local and international businesses and today a number of FTSE100 and FTSE250 companies and Ultra High Net Worth individuals are resident in the Isle of Man. These factors help to create an environment that is agile, responsive and well placed to attract new business and react to global challenges.

The Isle of Man Wealth & Fund Services Association’s Agenda Over the coming year we shall be continuing with an active programme of international marketing activity to promote the Island and its services. In terms of fund services, the Isle of Man offers a good place for start-up managers to consider incubating their funds with the potential to make changes to the fund structure as assets under management grow and distribution may increase. The Island has also excelled in providing fund services to specialist asset classes and prides itself on quality of service and scalable solutions for small syndicates through to capital market listings of investment vehicles. There are some further key items on our agenda at present. The Isle of Man Government has recently launched its Enterprise Development Scheme which has a total of £50 million available over a five year period to invest in businesses that seek to create jobs on the island. Funding includes grants, loans and equity. The Island is also due to launch a new crowdfunding regime in the coming months, which is also intended to help businesses raise finance while ensuring that appropriate regulation is in place to protect investors. Companies worldwide have turned to Crowdfunding as an alternative source of business financing and the Island has been seeking to evolve a regime that will be beneficial to SME’s, platforms and investors. It will be another busy year for the Association and the Isle of Man.

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Funds in Jersey

FUNDS IN JERSEY Foreign investors and fund managers are being attracted to Jersey for several reasons, as explained by the CEO of the organisation which represents and promotes Jersey as an international finance centre of excellence. Jersey Finance provides comment, news and information; supports organisations within the industry; and represents the industry’s interests with regards to legislation, regulation, and areas such as innovation that can enhance the jurisdiction’s product offering. Jersey’s Fund Industry According to Geoff Cook, chief executive officer of Jersey Finance, Jersey’s investment funds industry is very healthy. “In recent years we have evolved into a specialist centre for the alternative asset classes, including hedge, real estate and private equity funds,” he said. As at December 2015 there were 1,320 funds established in Jersey, with a net asset value of $334 billion, collectively accounting for around 70% of Jersey’s overall funds business. Mr Cook explained that Jersey’s regulatory touch varies depending on the fund. He believes that investors appreciate that the regulation is appropriate, effective and reflects global best practice. “Foreign investors are also attracted to Jersey’s network of skilled and experienced service providers,” he added. “Investors like that we have an approachable, proactive regulator who can adapt to short timeframes, and that we have an attractive and sustainable system of tax neutrality for funds business.”

Jersey Finance Geoff Cook Chief Executive Officer Tel: +44 (0)1534 836000 geoff.cook@jerseyfinance.je www.jerseyfinance.je

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Discussing the factors that differentiate Jersey from other jurisdictions, Mr Cook noted that Jersey is future-proof for Europe and has an opt in/opt out regime for AIFMD, as well as a robust private placement regime. “In addition to these strengths, we promote Jersey as a centre of substance; an hour’s flight from the City of London; in the perfect time zone for global business; and with fantastic lifestyle benefits,” he continued.

Recent Developments In Mr Cook’s opinion, the most significant recent change has been the recommendation by the European Securities and Markets Authority (ESMA) that Jersey should be granted an EU-wide passport, which he believes puts it ahead of the field. ESMA announced that there are no obstacles in terms of investor protection, market disruption, competition and the monitoring of systematic risk that would impede the application of the passport to the marketing of Jersey AIFs by EU AIFMs in the Member States and the management and/or marketing of AIFs by Jersey AIFMs in the Member States in accordance with the rules set out in the directive.

“ESMA’s recognition has given gatekeepers a strong message that Jersey’s regime is future proof, whilst the possibility to market into the EU via the more flexible NPPRs is positive, especially since some market practitioners feel the passport does not function properly in practice,” he elaborated; “ESMA’s announcement is a significant development for Jersey – we benefit from the best of two worlds.”

Changing Perceptions Mr Cook highlighted a change in the perception of risk in PE and hedge fund options. He stated that the number of managers relocating to Jersey has increased, whilst pension funds are allocating a growing proportion to alternative investments and are seeing a growth in assets under management. Some are increasing hedge fund allocation, but are looking at the relative risks of each sector. “With shifts in regulation and changes in attitudes towards reputation, Jersey has seen a continuing trend in the inward migration of alternative fund managers,” he explained. “We now have 126 fund promoters operating in Jersey, a 113% increase since 2011. Last year four hedge fund managers established a physical presence in Jersey and our pipeline of managers indicates continued growth in this area. “The EU’s AIFMD and the OECD’s Base Erosion and Profit Shifting (BEPS) projects in particular are encouraging managers to reconsider their business models, which are providing Jersey with real opportunities as a ‘substance’ jurisdiction, offering genuine asset management expertise.”

Goals for 2016 In conclusion, Mr Cook stated that Jersey Finance will continue to promote Jersey as a leading international finance centre and will look for an outcome from the AIFMD passport scheme.


Funds in Jersey

Fairway Fund Services Limited Fairway Fund Services Limited is a local owner-managed business that maintains its entrepreneurialism and provides a more personal and tailored service to clients. “We always seek to add value and stay one step ahead of clients’ administration needs, enabling them to focus on succeeding in their business ventures,” said director Pippa Davidson. “We actively seek to cross introduce clients and intermediaries so that we can be a value-add partner. This is something the clients seem to really appreciate in the current markets.” Fairway Fund Services provides a full service offering in the Island to corporate and fund clients, including administration, provision of directors, Trustee, AIFM services and manager of managed entity services, allowing the firm to incubate other regulated businesses and provide office infrastructure to start-ups. It specialises in being bespoke and flexible in its offering on a per structure basis, and believes that services should be tailored to the needs of each client, and remain flexible to support both the clients’ business and the ever-changing regulatory environment.

Ms Davidson added: “I feel our success in providing these services demonstrates our capability and ethos of supporting our clients’ business ventures. Jersey, like many financial services centres, saw a downturn after the 2008 crisis – but this appears to be safely behind us, with statistics for the number of new investment funds being regulated here back up to pre-2008 levels with growth of 12% year on year to stand at £226 billion at the end of 2015. The number of fund promoters has also grown 113% in the past five years. This is clearly very encouraging for the industry.

Fairway Fund Services Limited and Fairway Fund Trustee Services Limited are part of the Fairway Group Limited, and are regulated for the provision of trust company and fund services business with the Jersey Financial Services Commission. “The Fairway Group is locally a grown business with 75 people in the Island and a diverse range of expertise,” noted Ms Davidson. “We are independently owned, and are transparent to our clients about our independence. There are many larger, private equity-backed providers in the Island, whereas Fairway’s independence makes us stand out. It is also attractive to clients who seek consistency and a personalised service.”

“Fairway has also experienced significant growth over the last three years. The group has increased by over 30% and, within our funds team, we have hired eight people in the last nine months to support our growth. Meanwhile, the Jersey Financial Services Commission is proactive in providing consultation with industry in regards to national legal and regulatory changes and environmental impacts on Jersey. Jersey Finance, the Jersey Funds Association and other professional bodies in the Island remain fully engaged with such issues and are invested in ensuring Jersey remains competitive while maintaining compliance with international and national changes. The transparency Jersey offers in this regard, and the expertise available in the Island, provide the security and professionalism that institutional investors seek; therefore, we still see institutional investors keen to use Jersey for financial services.”

She added: “At all times we ensure a highly responsive service that is not always fee-driven, but aims to support clients and be proactive. We thoroughly enjoy new challenges as a team, and thrive on new types of structure or asset classes. Recently, we have worked on a number of new FinTech related structures, which have expanded our capability within the hedge fund market.” As a young but experienced team, Fairway Fund Services’ remains flexible in fee arrangements, and go above and beyond via their proactive approach and wider business support. In Jersey, the firm is the leading provider of Manager of Managed Entity services for other regulated businesses wishing to open a Jersey office. It has provided such management services to leading multi-jurisdictional fund administrators, banking institutions and AIFM service providers. Further, it provides directors, compliance infrastructure, HR services, office space and other support services to these managed businesses. The firm is trusted by these businesses to act with integrity and transparency, as well as to provide them with a compliant and highly efficient Jersey operation.

AIFMD remains an area with some uncertainty in respect of whether Jersey will

be granted a full passport, and indeed the outcome of the current BREXIT debate may have significant impact on Jersey’s position. Jersey, however, has a strong offering for compliance with AIFM, and many service providers have taken the steps necessary to ensure ongoing reporting and compliance with the Directive. FATCA and CRS remain a challenge from a resource perspective for industry; but the Island has up-skilled in this area, and there are many firms providing support to ensure compliance. MIFID II is currently being consulted upon in the Island and again is likely to have some effect on the investment fund offering in the Island. However, Jersey has a strong track record of adapting to new laws, regulatory change and initiatives to maintain our place in the market as a well regulated, transparent and key offshore financial services jurisdiction. Ms Davidson concluded: “I am sure we will continue to rise and adapt to these challenges. I think given the ever-changing and sometimes fragile economic and political environment – as well as regulatory changes in recent years – there has been a need to identify, monitor and consider risk more closely. Asset managers and their service providers have never been so mindful of protecting investors. I am sure this has at times led to some moving away from alternative investment options that may be perceived as riskier; however, Jersey has an experienced and strong financial services infrastructure, which provides comfort to asset managers and transparency to their investors.”

Fairway Fund Services Pippa Davidson Director – Head of Funds Tel: +44 (0) 1534 511717 p.davidson@fairwaygroup.com www.fairwaygroup.com

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Funds in Jersey

Theseus: Unlocking the Labyrinth When KYC Worldwide was established in 2015 our focus was on providing customer due diligence services including the preparation of high quality enhanced due diligence reports for matters relating to money laundering and the financing of terrorism. Within one year of operation, we have already achieved a client base of over 30 financial institutions ranging from banks to trust companies and investment managers situated in various international jurisdictions. As a result of the work that we are undertaking, together with the regulatory consultancy work that is being conducted by our sister company, Sator Regulatory Consulting Limited, we identified that Fund administration businesses were finding the whole exercise of determining the level of due diligence required for Fund investors, Functionaries and Introducers to be confusing and sometimes baffling. The following are typical of questions that we get asked: • If a Limited Partnership is an investor, and there are a number of Limited Partners with a significant material interest in that Limited Partnership, what are our obligations with regard to identifying the ultimate beneficial owners or controllers? • Does the US State Retirement Fund, Swiss Pension Fund or Australian Superannuation Fund who are investing in the Fund qualify for simplified due diligence?

KYC Worldwide Limited Helen Hatton Executive Chairman and Co-Founder h.hatton@kycworldwide.com Gary Youinou Senior Consultant Tel: +44 1534 630888 g.youinou@kycworldwide.com www.kycworldwide.com 48

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• Have we fulfilled all obligations for investors introduced by Obliged Persons? With the Regulator now seeming to apply it’s focus to Funds and Complex Structures, we recognised the need in the market for a tool that would lead the Fund Service Provider through the labyrinth of customer due diligence requirements and emerge unscathed and compliant on the other side. From this idea was born, Theseus. Using data room technology on a secure cloud collaboration platform, with servers located in Jersey, we have developed Theseus to provide a cost effective online solution that will ring fence Funds or Complex Structures and ensure that all due diligence is undertaken in accordance with AML requirements on an investor by investor or entity by entity basis. Theseus also acts as a depository for all Fund and Structure documentation and, access can be restricted on a user by user basis giving you the ability to arrange for

outside parties such as Non-Executive or outside Directors to access information pertinent to their requirements. Your managers or administrators can also be given permissioned remote access. Each Fund will be provided with its own dedicated data room. Each data room has a number of modules that will provide full oversight of the Fund including the state of due diligence of all parties related to the Fund. These modules include due diligence tracking for Investors, Functionaries, Related Parties and Fund assets, a document depository, Introducer’s or Obliged Persons information tracking, and a Tasks and Events Diary. We’ve designed Theseus so that populating data within the modules, whether due diligence tracking or background information, is self explanatory and easy however KYC Worldwide can help your organisation load up the data, if required. We also provide a help desk for any issues and help videos are accessible in each data room. And, of course, any requirement for due diligence reports that arise through the due diligence process can be met by the services provided by KYC Worldwide. Theseus also provides a dashboard for each Fund that graphically interprets the status of compliance of the Fund on a real time basis, including trend analysis, which will help you identify any shortfalls or weaknesses in the Fund’s compliance regime. And finally, another module provides a full step by step compliance monitoring programme that will enable your Compliance Officer to meet their compliance obligations on a Fund by Fund basis. Should you wish to understand more about the Theseus service, please contact us to arrange a demonstration.


FUNDS IN LUXEMBOURG

Funds in Luxembourg

The Association of the Luxembourg Fund Industry (ALFI) is the representative body for the Luxembourg investment fund community. Initially created in 1988 as an association of Luxembourg investment funds, ALFI enlarged its membership in 2000 to include service providers representing the entire value chain of the global investment fund business. ALFI advances the interests of its members and through its numerous working groups, offers its members a platform for discussions on key industry issues and common standards and for developing best practice recommendations. ALFI represents the Luxembourg fund industry with local and European policymakers and regulators and with the local and global media and promotes abroad the Luxembourg fund domicile, its products and services.

Funds in Luxembourg With nearly €3.4 trillion of assets under management, Luxembourg remains the largest European investment fund domicile. On a global level, Luxembourg is the second largest fund domicile after the US and the leading investment fund hub for cross-border distribution; Luxembourg domiciled funds are held by investors in over 70 countries around the world. “In January and February similar to other fund jurisdictions we saw the negative impact of economic and political uncertainty and weak stock markets, however we remain optimistic about the long term position of the Luxembourg fund industry,” said Denise Voss, chairman.

Changing Perceptions According to Mrs Voss, the increasingly regulated nature of alternative funds following the implementation of the Alternative Investment Fund Managers Directive (AIFMD) in 2014 is changing investor perceptions. “Institutional investors, namely sovereign funds and pension funds, are prepared to

The Association of the Luxembourg Fund Industry Denise Voss Chairman denise.voss@alfi.lu www.alfi.lu

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increase their allocations to EU-regulated funds, and even private investors are increasingly looking to alternative strategies to diversify their portfolios,” she explained. “Launching and investing in regulated alternative funds is very attractive for these investors and Luxembourg should benefit from this trend thanks to its stable economic and political environment, top-notch legal and regulatory framework, the availability of a broad range of highly experienced service providers, as well as Luxembourg’s unparalleled position as the leading platform for cross-border fund distribution.” This positive outlook for alternative funds is supported by figures: Luxembourg now counts more than 217 authorised and 611 registered Alternative Investment Fund Managers, and 1,000 special limited partnerships used, to a large extent, for private equity investments.

The Regulatory Environment The Luxembourg legal and regulatory environment was designed to allow for the creation of investment products for the European and the global markets as well as for all types of clients, be they retail or institutional. “That’s why fund sponsors from 69 countries have chosen Luxembourg as their fund domicile and many of them have set up their UCITS management company and/ or Alternative Investment Fund Manager in Luxembourg, or work with Luxembourg management companies that provide these services to third parties,” continued Mrs Voss. “Luxembourg offers highly regulated

retail investment vehicles as well as more lightly regulated products for sophisticated, professional or institutional investors who are interested in well-regulated vehicles offering a high level of investor protection.” Given the growing interest for alternative investments, the Luxembourg legislator will introduce a new type of fund, the Reserved Alternative Investment Fund (RAIF). The RAIF will only be available to well informed investors and will not require approval or regulation by the supervisory authority, reducing time to market. The RAIF will, however, appoint an Alternative Investment Fund Manager, which is regulated under the AIFMD.

Emerging Trends Mrs Voss noted there is growing interest from both institutional and private investors for asset classes such as private equity and hedge funds as the alternative investment fund sector is now regulated via AIFMD. “We notice a growing interest for passive investment and for responsible investing,” she added. “In addition, we believe that the tech-savvy generation of young investors and the rapid digitalisation of products and services will fundamentally change the way asset managers will interact with their clients. To address the latter ALFI has set up an ALFI FinTech/Digital Forum to identify practical digital solutions and develop these future initiatives.”

2016 for ALFI There are currently two topics that ALFI feels very strongly about: First: the challenges and opportunities that come with rapidly evolving digital and communication technologies. The second topic is investor education. “Changing demographics mean that individuals need to take more responsibility for their own financial goals and future – and for their pensions. We have to help investors to understand the ‘whys’ of investing and how to invest in funds in particular. We are also committed to doing our part to ensure that young people have an appropriate level of financial education so that they will be prepared to make wise decisions in financial matters,” concluded Mrs Voss.


Funds in Luxembourg

ABN AMRO Bank (Luxembourg) S.A. ABN AMRO was established in Luxembourg in March 1988 as Algemene Bank Nederland (Luxembourg) S.A., which merged with AMRO Bank (Luxembourg) S.A. in July 1991. With Luxembourg being the Eurozone’s leading location for private banking and the second largest investment fund centre in the world, it comes as no surprise that ABN AMRO Bank is active in private banking and private wealth management, as well as investment funds and asset management. Susana Ritto, head of Financial Professionals at ABN AMRO Bank, noted: “In 2004 we started with the custodian services for SICAR vehicles, followed by the custodian services for SIFs in 2007. We are specialised in providing depositary services for Alternative Investment Funds (AIFs) with a moderate risk profile focusing on strategies such as private equity, real estate and hedge funds.” Being flexible and close to clients is a key value in this constantly changing environment. As opposed to larger players in the UCITS world, ABN AMRO Bank offers a tailor-made approach to AIF. Ms Ritto explained: “Depending on the needs of our clients we can offer a network of well-named central administrators, transfer agents and brokers with whom we work closely and have key partnerships.”

The effects of UCITS Since the UCITS Directive was implemented in 1988, Luxembourg has enjoyed a significant growth, both in assets and fund numbers. “The figures speak for themselves,” said Ms Ritto. “In 1988, Luxembourg had 53 billion EUR in AUM. In 2014, Luxembourg reached a record AUM of more than 3 trillion EUR and, at the end of December 2015, such assets amounted to 3,506.2 billion EUR. Clearly, Luxembourg UCITS has become a worldwide brand; still, it is worthwhile mentioning that Luxembourg has built a strong expertise in the alternative investment funds arena. Since the entry into force of the Alternative Investment Funds Managers Directive (AIFMD) in 2014, Luxembourg’s fund industry is striving to replicate its UCITS success story in the alternative sector. This is reflected in the increasing number of alternative funds launched as Specialised Investment Funds (SIFs) in Luxembourg.”

Luxembourg’s regulatory environment According to Ms Ritto, Luxembourg’s continued success within the fund industry has been due to its ability to react quickly to market developments and regulations, and offer an attractive range of bespoke fund solutions. This is only possible because it benefits from a

well-adapted legal framework for funds as well as the commitment, knowledge and responsiveness of the CSSF – the Luxembourg Regulator. This regulatory environment and support will continue to be determinant for the future of the Luxembourg Fund Industry. Luxembourgregulated fund regimes such as SIFs and SICARs are onshore funds that are operationally flexible and fiscally efficient reserved for ‘well-informed’ investors. These regimes offer investors with transparency and an increased level of security. Ms Ritto added: “We are living in a fast-changing world where adapting is becoming crucial. New and future legislations such as AIFMD I & II, UCITS V, FACTA, EMIR and MIFID II will continue to impact our industry. We are convinced that Luxembourg’s fund industry is able to digest these changes, and we continue to further our know-how to retain Luxembourg’s standing as a major fund location.”

Luxembourg’s position as a global fund hub Luxembourg viewed the implementation of AIFMD as an important step for the development of the fund industry, and to reinforce Luxembourg’s position as a global fund hub. The quality of the service providers and the need for an independent depositary became even more prevalent. Ms Ritto commented: “Luxembourg benefits from a multinational and multilingual professional workforce which has developed sophisticated expertise covering the full range of fund services”. Alongside this, Luxembourg has consistently adapted to create new products focusing on investor protection, as well as the flexibility required to attract new asset managers. With this in mind, Luxembourg is preparing to add an additional investment vehicle to its toolbox:

the Reserved Alternative Investment Fund (RAIF). This vehicle is expected to change the fund landscape by presenting itself as ‘the best of both worlds’; it is flexible, can be marketed quickly, is indirectly supervised trough the AIF Manager, and benefits from features that were traditionally reserved for regulated AIFs, such as the possibility to open multiple compartments. In a nutshell we can say that the framework of the RAIF has the same characteristics as a SIF and SICAR, but with the key difference that the RAIF does not need to be approved and is not directly supervised by the CSSF, with obvious time-to-market benefits. The emphasis and supervisory focus will be on the AIF Manager; the RAIF will be strictly reserved to funds that appoint an authorised AIFM, and are therefore subject to the full AIFMD requirements.”

Emerging trends Ms Ritto concluded: “We now follow the RAIF regime with great interest as the RAIF is expected to be another success story and has all the ingredients to deliver good business opportunities to the Luxembourg alternative investment fund industry. The fact that it does not have to be approved by CSSF, and will have access to the AIFMD marketing passport, will greatly reduce time-to-market without having to suffer costs and delays associated with the regulatory approval. This will attract AIFMs looking for a quick time to market. We view the RAIF addition to the Luxembourg’s toolbox as significant. Very soon, AIFMs will be able to choose whether to set up their Luxembourg AIF as a SIF (or SICAR) and have a regulated fund supervised by the CSSF; or set up their AIF as a RAIF, which does not need to be approved and supervised by the CSSF – and can be marketed quickly.”

ABN AMRO Bank (Luxembourg) S.A. Susana Ritto Head of Financial Professionals Tel: +352 2607 2243 susana.ritto@lu.abnamro.com www.abnamroprivatebanking.lu

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Funds in Luxembourg

Alter Domus Alter Domus is a leading European provider of Fund and Corporate Services, dedicated to international private equity & infrastructure houses, real estate firms, private debt managers, multinationals, capital markets issuers and private clients. Our vertically integrated approach offers tailor-made administration solutions across the entire value chain of investment structures, from fund level down to local Special Purpose Vehicles. Founded in Luxembourg in 2003, Alter Domus has continually expanded its service offer and today counts 30 offices and desks across five continents. This international network enables clients to benefit globally from the expertise of more than 900 experienced professionals active in fund administration, corporate secretarial, accounting, consolidation, tax and legal compliance, depositary services and debt administration services. We are proud to serve 9 of the 10 largest private equity houses, 6 of the 10 largest real estate firms in the world and 3 of the 10 largest private debt managers in the world. Each of our two service lines – Corporate Services and Fund Services – is staffed by multi-disciplinary, industry-focused teams who specialize in handling our clients’ local administrative and compliance issues so that they can focus on meeting their own business objectives. Our expertise in the unique tax and corporate structures in each of the jurisdictions in which we operate and our commitment to establishing and maintaining a pro-active relationship with our clients have made us the professional services firm of choice for many of the world’s largest multinationals, premier private equity firms and real estate funds.

other countries; official languages are Luxembourgish, French, and German. It has a highly developed financial services sector with a network of more than 150 banks. Luxembourg is the largest fund centre in Europe and has a very highly skilled workforce for all services needed to maintain this leading position. You seek a global experienced partner, a Luxembourg service provider with a vertically integrated approach, to assist you through your entire structure value chain, to liaise with legal and tax professionals, and to ensure that you are fully compliant with local laws and regulations. Alter Domus awaits your call. Alter Domus Luxembourg is the group’s headquarters, located in the capital city of Luxembourg. Our 580 employees can provide you with a full suite of corporate and fund services: from outsourced fund administration to the management of local holding companies, including formation and liquidation, corporate secretarial services, daily administration and management, accounting and tax compliance, and depositary services. We can also arrange for provision of independent directors for the companies we administer.

Alter Domus in Luxembourg

Fund Services

Luxembourg, officially known as the Grand Duchy of Luxembourg, is a founding member of the European Union with a very stable legal and political environment. It is a multilingual country with approximately 50% of the population originating from

Alter Domus has dedicated teams focusing on private equity, infrastructure, real estate and hedge fund clients. With over 70% of our revenues derived from the alternative investment fund industry, we have gained an in-depth knowledge of the

Alter Domus Luc Biren Head of Funds Services Luxembourg Tel: +352 48 18 28 50 48 luc.biren@alterdomus.com www.alterdomus.com

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global technical and operational issues that are necessary to support expectations from both general and limited partners. Alter Domus has over $74 billion of assets under administration (AUA) for Fund Administration Clients. As a result of our deep experience in the industry, we understand the requirements of getting a fund up and running in various jurisdictions. We are familiar with the applicable systems, processes, rules and best practices in each jurisdiction and we have access to an extensive network of service providers in every market in which we operate and also active involvement in industry associations. We frequently assist managers in setting up new funds, recommend various service providers, locate office spaces, establish systems and processes and manage the fund launch. We work tirelessly to ensure that our clients can launch their funds on time and without any unexpected delays. We believe our experience and operational approach, combined with technology, such as our integrated back-office software and our customized document management, workflow and secure web-accessible databases, enable us to add value to our client’s back- and middle-office operations. The main strength of our service model is that a client engagement team is involved in all set-up, administration and corporate secretarial requirements during the life of the fund. This experienced and dedicated team coordinates all activities related to the fund’s operations and our clients always have a central point of contact for any request. Every new client engagement begins with the assignment of an Alter Domus director who has the overall responsibility for the client relationship, service delivery and quality standards. The Alter Domus Director ensures that an appropriate team is put in place to manage and administer client affairs on a day-to-day basis. An Alter Domus manager is assigned as the client’s day-to-day contact for any questions concerning accounting, tax and corporate legal matters.


Funds in Luxembourg

BLI - Banque de Luxembourg Investments S.A. For more than 90 years, Banque de Luxembourg has been a key player in wealth management in the Grand Duchy of Luxembourg. The private bank has more than 800 employers and is specialised in the areas wealth management, private banking and philanthropy. BLI - Banque de Luxembourg Investments S.A. is the independent asset management company of Banque de Luxembourg, which houses the bank’s expertise in fund management, analysis and securities selection. BLI manages and distributes a range of nearly 30 investment funds with focus on wealth management funds in the following countries: Luxembourg, Belgium, France, Netherlands, Germany, Austria, Switzerland, United Kingdom, Spain, Italy, Denmark, Sweden, Norway, Finland and Singapore. “BLI defines and implements the bank’s investment strategy,” said Guy Wagner, chief investment officer at Banque de Luxembourg and managing director of BLI - Banque de Luxembourg Investments. “‘BLI’ also stands for ‘business-like investing’, which describes our approach to the securities selection process – we treat our investments as though we were actually taking a long-term stake in the business. This approach helps us to identify quality companies with a tangible competitive advantage that produces a high level of profitability and the prospect of strong free cash flow. “Such companies have the potential to create long-term value for their shareholders. The BLI approach is based on decades of experience in wealth management and excellence in investment management and consistent long-term performance, which every year attracts numerous awards.”

Why Luxembourg? By centralising all its fund management in Luxembourg, BLI - Banque de Luxembourg Investments manages to avoid the “noise” of Europe’s major financial centres. Mr Wagner stated that this has contributed to BLI’s outstanding performance over three and fiveyear periods. He noted that as Luxembourg does not have a large stock market, investments are naturally concentrated in foreign markets, creating the opportunity for diversified portfolios. Local clients have the added advantage of direct personal contact with their fund managers. “The expertise of the financial centre has been built up thanks to Luxembourg’s international outlook and its membership of the European Union,” he explained. “Today, Luxembourg is the Eurozone’s leading private banking centre and the world’s second largest investment fund centre. “Investors from all over the world have embraced the principle of free movement of capital and chosen Luxembourg for their wealth management needs. Many are families and entrepreneurs with interests in multiple jurisdictions, seeking stability and security. “The dovetailing of our expertise in private banking and in investment funds enables our clients to benefit from the most innovative solutions for management and structuring of

their assets. In addition, Luxembourg’s rules on the protection of personal privacy and the rights of investors are some of the strictest in the world.”

The general trend of a slowdown in profits seems to be continuing According to Mr Wagner, although most companies have perfected the art of managing analysts’ expectations, the corporate earnings season is producing fewer surprises although the general trend of a slowdown in profits seems to be continuing. After the rebound in February and March, equity markets saw little change in April. The S&P 500 in the United States, the Stoxx 600 in Europe, and the MSCI Emerging Markets (in US$) gained respectively during the month, while the Topix in Japan gave up a bit. “The main support for the equity markets is the lack of alternatives, even though the deterioration of economic fundamentals is of increasing concern”, he explained.

Stabilisation of China’s economy is due to the government’s stimulus measures Although the global economy is continuing to grow, there has been notable divergence in the different regions’ performance in recent weeks. While growth in US gross domestic product (GDP) slowed on the back of weak investment and exports, China’s GDP climbed. “However, the stabilisation of China’s economy is once again due to the government’s stimulus measures which are exacerbating the country’s excessive debt problem”, Mr Wagner elaborated. In Europe, economic growth is stable despite a host of political crises. In Japan,

BLI - Banque de Luxembourg Investments S.A. Guy Wagner Managing Director Tel: +352 26 26 99-1 gw_website@bli.lu www.banquedeluxembourg.com

the hoped-for economic recovery under the ‘Abenomics’ plan has not yet materialised.

Europe: no prospect of a change to the ECB’s accommodative monetary policy stance As expected, the US Federal Reserve kept its key interest rates unchanged at its April meeting. Fed Chairman Janet Yellen left the door open for a potential increase in interest rates during the year, although she remained very reticent about such a probability. In Europe, in response to a raft of criticism in recent weeks, European Central Bank’s (ECB) President Mario Draghi justified the rationale of the negative interest rate policy. “There is no prospect of a change to the ECB’s very accommodative monetary policy stance of recent years,” Mr Wagner added.

European government bonds could despite weak or even negative yields gain Bond yields rose slightly in April. Over the month, the 10-year government bond yield inched up in Germany, in Italy, in Spain and in the United States. “In Europe, the main attraction of the bond markets, despite their weak yields, lies in the prospect of interest rates going deeper into negative territory and this being implemented on a greater scale by the ECB during 2016. “In the United States, the higher yields on long bond issues give them some residual potential for appreciation without having to factor in negative yields to maturity”, concluded Mr Wagner.


Funds in Malta

Funds in Malta FinanceMalta is a Foundation set up by the partnership between the Government of Malta and various national financial service associations, including amongst others the Malta Bankers Association, the Malta Funds Industry Association, the Institute of Financial Services Practitioners and the Malta Insurance Association. The Foundation was set up in May 2007 with a clear two pronged remit; to strengthen the brand of Malta as a financial services jurisdiction and to create business and networking opportunities for its members. Origins of the Industry Kenneth Farrugia, chairman of FinanceMalta, explained that the asset management industry in Malta has roots going back to 1995. In the late 80s, the Government took the decision to initiate the process for Malta to become a full member of the EU. “This required an overhaul of the country’s legal and regulatory framework which was executed in November 1994, where the House of Parliament enacted some 14 pieces of legislation, both main and peripheral, which, once approved aligned the standards of our legal and regulatory framework with those in the EU,” he said. These developments opened up opportunities in the asset management space for Malta. For the first 10 years up until membership, the industry was predominantly driven by the domestic market through retail collective investment schemes with a trickle of international operators establishing their professional investor funds in Malta. “Membership changed that,” continued Mr Farrugia. “It was a paradigm shift from an industry led by the domestic market to one which is today driven by international business.” The MFSA has so far authorised over 600 funds which contrasts with only one fund present in Malta in 1995. There are currently 27 funds administrators and some 150 investment services providers, which include investment advisors, asset managers and custodians. “Albeit the industry’s growth was at the outset driven by the authorisation of UCITS and hedge funds, today, 21 years later, the growth of the industry is characterised by service side cluster formations. We are currently experiencing the onset of

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asset managers and investment advisers establishing their operation in Malta. These firms are not just servicing funds domiciled in Malta but also servicing funds and other mandates outside of Malta. The total asset base of funds and managed accounts being serviced is currently estimated at well over €50 billion. “So this started off from very humble beginnings and driven by the domestic market, to an industry today which is servicing international funds and international mandates.”

Legal and Regulatory Framework Mr Farrugia stated that there are a number of factors to consider when choosing a domicile. The first relates to the presence of a comprehensive legal and regulatory framework. “That’s very important because the presence of a comprehensive legal and regulatory framework enables financial services operators to set up either a servicing operation or a regulated investment funds in Malta,” he said. “When you look at the options we have on both fronts, our regulatory framework caters for the setting up of advisory, management and depositary firms, the latter to include depo–lite operations. In terms of regulated vehicles, there are a number of fund structures that fund promoters may set up in Malta, including Professional Investment Funds (PIFs); Alternative Investment Funds (AIFs); and UCITS (Undertakings for Collective Investment in Transferable Securities)”. “Recently we added a new regime called the Notified AIF, which is a regime whereby funds managers can register their fund with the Malta Financial Services Authority

(MFSA), with the due diligence being undertaken by the appointed AIFM, which is the managing Notified AIF, where within 10 business days from the date of filing of a complete notification pack, the MFSA will proceed to include the AIF in the List of Notified AIFs.,” added Mr Farrugia. “This will extend a lot of benefits in terms of time to market for those fund managers that want to set their fund structures and investment strategy through a regulated vehicle.” One of Malta’s key critical success factors is reflected in the presence of a single regulatory body for all financial services business which also incorporates the Registrar of Companies, so it’s a truly one stop shop for international operators. “Whether you want to license a fund, an asset management company, a custody license, or list a fund on the exchange, you do that through one single regulatory body, the Malta Financial Services Authority. “Despite the increased onset of regulation, the Authority has remained very accessible to the industry; it does not take you months to get a meeting with the Regulator but rather a few weeks The MFSA is always found to be very responsive and accessible; they undertake a good consultation process with the industry insofar as new regulations that are being transposed. The challenges brought about by the AIFM Directive is a classic case study, which was handled in an excellent manner in my view. I firmly believe that in choosing a domicile, financial services operators give significant importance to the responsiveness and accessibility of the Regulator; they want to ensure ease of access to the Regulator as this extends peace of mind.”


Funds in Malta Operational Infrastructure and Connectivity The operational infrastructure is another important factor. Mr Farrugia noted that the top four audit firms are present in Malta, where one also finds a very good suite of experienced legal firms which are well connected with international peers. Commercial office space is also readily available, and the internet bandwidth is very strong. “I think these are some of the critical factors in the decision-making process that are given significant importance by international operators when evaluating a jurisdiction,” he continued. “Malta is very competitive insofar as both setting up of operations, or regulated vehicles, and the ongoing servicing requirements of those operations. Even when comparing for example the cost of commercial office space in Malta with commercial office space in other jurisdictions, Malta stands out as being highly competitive.” An additional factor highlighted by Mr Farrugia is Malta’s connectivity, with a number of national and international airlines servicing the country. “We are one to three hours flying time from the main European cities, and I think the ease to travel to and from a jurisdiction is also very important for operators seeking to establish their business in a new jurisdiction.”

Advantages for Private Equity and Venture Capital Mr Farrugia stated that Malta’s Professional Investor Fund regime is ideal for the setting up of private equity and venture capital funds, coupled with the fact that Malta has a significant number of double tax treaties, which is very important when one comes to structure such funds. “Overall, operators will find Malta to be very very competitive, cost-effective, and a jurisdiction where the process of incorporation is much quicker when compared with other centres.” he commented. “More than that, we have a lot of flexibility inbuilt in our legislation, which allows managers of these alternative assets to structure funds using different legal personalities from Investment Companies to Trusts, Contractual Funds and SICAVs.” He also noted Malta’s Limited Partnership Act, which allows for certain benefits. For example, the Maltese law also clarifies that a Limited Partner is able to sit on the board of the General Partner without losing its limited liability. This can be important for investment management companies who might have subsidiaries as limited partners and also want representation on the board of the GP. Another benefit to private equity managers is that a Maltese limited partnership has a separate legal personality. This is advantageous when the partnership is looking to get financing, for example. Moreover, the recent introduction of the Maltese loan fund regime in 2014 brings a further advantage to the private equity space in Malta as it provides a framework

within which Maltese funds can provide finance to unlisted companies and SMEs and acquire portfolios of loans, and several loan funds have already been set up. Malta also has an extensive tax treaty network with 69 tax treaties in force. Some of the important countries with which Malta has tax treaties in place include: South Africa, India, Mexico, Israel and the Middle East, including Morocco, Qatar, UAE, Turkey and Bahrain. “I think all these factors – the array of legal personalities, the double tax treaties, the incorporation process, the costs – lend themselves to make Malta an attractive proposition for private equity and venture capital firms.”

Recent Trends Malta has seen fairly balanced growth in terms of the products that are being authorised. Whilst there has been growth in the UCITS space, which is more akin to retail investors, there is also growth in the hedge fund space, which is addressed by the professional investor fund regime and the AIF regime. Mr Farrugia also noted that he is increasingly seeing structures around alternative assets, covering for example loan funds or infrastructure funds and similar assets. “With returns on traditional assets at their all time low, I think professional and institutional investors are seeking to improve the potential returns on their investments,” he explained. “There is strong consideration being given to proper structures with the appropriate levels of governance that are investing in alternative assets. I think that will remain the trend up until we see some form of resurgence in the performance being delivered by the traditional asset classes.”

Challenges for Fund Managers Mr Farrugia stated that there are two key challenges that managers are currently facing. First are the regulatory challenges; the introduction of new regulations via the AIFM Directive, the UCITS Directive and the impending MiFID II, will impact the way that products and services are managed and sold to clients. “Others include the current macro economic environment which is inducing significant market driven challenges,” he elaborated. “The economic challenges being faced by quite a number of European

countries, and what’s happening in China, are equally having an impact on the ability of managers to sustain the delivery of positive performance. I think it’s a challenging environment for the asset management industry, but as with all challenges they bring up opportunities in the market – opportunities to innovate”. “Clearly, despite the fact that some might state – rightly so – that the extent of regulation that we are facing is having a negative impact on the ability of fund managers to innovate in terms of the investment structures and strategies, I do believe that ultimately the industry will reinvent itself. It will do so not only to survive, but also to sustain growth going forward. Being a somewhat mild optimist, I’d like to think that going forward, despite all the challenges, the industry will want to live up to its reputation, that is to thrive in challenging times.”

Extending Initiatives FinanceMalta has started extending its promotional initiatives beyond mainland Europe with the aim of strengthening the visibility of Malta in other markets. It is focusing predominantly on the US, via New York, and the Gulf, via Abu Dhabi and Dubai. “Clearly we’re keen to sustain the growth of the industry going forward,” said Mr Farrugia. “The conduit of business coming Malta’s way is quite a healthy pipeline. From an economic perspective, Malta is doing very well and this contrasts with what one experiences in mainland Europe.” He stated that this performance is driven by Malta’s size, stating that is very nimble and can act quickly on the onset of foreign direct investment. He also noted that Malta’s location in the middle of Mediterranean is advantageous, given its proximity to the developing and emerging African content and its ability to act as a gateway for non-EU operators to target European business. “I think that the future of this industry is a bright one and if numbers are anything to go by, the number of international operators who are pre-empting this reality and setting up operations in Malta to target these two important economic regions is testimony to that,” he concluded.

FinanceMalta Kenneth Farrugia, Chairman Tel: +356 21 224 525 www.financemalta.org

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Funds in Malta

Leading Malta’s Success Within the Funds Sector GANADO Advocates is a full service law firm with offices in Malta. It handles the full range of legal services, including corporate, tax and IP, with a particular focus on maritime and financial services. The financial services department is divided into three teams: Banking, Insurance, and Investment Services and Funds. André Zerafa heads the Investment Services and Funds team, specialising in structuring and establishing alternative investment funds and retail funds. Dr Zerafa advises promoters on corporate and regulatory matters, including capital raising issues, and he is involved in setting-up asset management firms, administrators, custodians, prime brokers and advisers. He also chairs the Investment Business Committee of the Institute of Financial Services Practitioners. Dr Zerafa stated that the depth of experience in the Investment Services and Funds team and the resources it has available are its key distinguishing feature. “There is no other service provider in the jurisdiction which has ten fully dedicated professionals, all focusing on investment services and funds,” he said. “Other service providers tend to have a diverse practice within their funds team, whereas my team is focused purely on that. At the same time, being a full service firm, we really are an A-Z legal service insofar as our investment services and funds clients are concerned.”

Evolution in Malta’s Fund Industry According to Dr Zerafa, the funds industry in Malta has evolved from being heavily focused on hedge funds to being much more diverse, with most funds being set-up in private equity or real estate. “That’s for a number of reasons,” he explained. “Hedge funds have not performed that well over the last few years; even internationally, the launches of new hedge funds are few and far between. More importantly, it is also because of the type of fund managers which the jurisdiction has attracted over the last decade.” Previously, hedge fund managers were attracted to Malta to set up fund management

GANADO Advocates André Zerafa Partner Tel: +356 2123 5406 azerafa@ganadoadvocates.com www.ganadoadvocates.com 56

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operations, however the fund itself would remain in the Cayman Islands. Today, private equity or real estate fund managers will set-up both the management operation and the fund structure in Malta in order to benefit from the passport available under the AIFMD. These funds are primarily investing in targets in continental and Eastern Europe, as well as certain Mediterranean rim countries.

Legal and Regulatory Developments Malta’s regulatory environment is based on European directives and the approach of the MFSA has been to implement and transpose directives nearly immediately once they are issued. The MFSA’s latest initiative is the introduction of the Notified AIF framework. Under this framework, an Alternative Investment Fund would be able to launch within 10 business days from when it files its notification with the MFSA. “This wouldn’t be a licensed product as we’ve had traditionally – until today all funds of collective investment schemes in Malta need a licence,” said Dr Zerafa. “With the notified AIF regime it would be a simple notification with the submission of documentation to the MFSA. So the MFSA is still involved in reviewing the documentation, but at a general high level rather than on the nitty gritty detail, thus reducing time to market.” Discussing Malta’s legal system, he stated that it is a mix of Anglo-Saxon and civil law, with constructs on insolvency, company law and security arrangements which any AngloSaxon operator is used to. “The Anglo Saxon law is known to be creditor friendly rather than debtor friendly, thus making Malta attractive for banks and prime brokers doing business with Maltese operators and Maltese domiciled entities,” he added.

Developing Trends The funds industry in Malta is moving towards more complex and more sophisticated strategies, and Dr Zerafa believes that, as a result, more attention is required from fund promoters and service providers. “There’s much more to do today and much more to focus on, particularly on valuation, which is swiftly becoming one of the main issues which is facing the fund industry globally,” he commented. “I think the trend will be that the auditors and the accountants together with the fund administrator will be more and more involved in the valuation of the fund structures.” Another trend highlighted by Dr Zerafa is the use of securitisation vehicles by fund structures, either in parallel or for one to invest into the other. “We’re seeing convergence of the capital markets with the fund markets,” he continued. “Two elements are helping this convergence in Malta specifically. There is the European Wholesale Securities market, which basically allows for the listing of debt securities or asset backed securities promoted solely on a wholesale basis. This EWSM is a regulated market under the MiFID and I think it has put Malta on the map of the capital markets world. That is coupled with the Securitisation Act, which allows for a high level of flexibility in the setting-up of securitisation vehicles in Malta.”

Priorities for Malta In Dr Zerafa’s opinion, the jurisdiction’s priority over the next year is to consolidate its depository offering and its banking infrastructure. He believes there is a need for more players to operate in Malta, both on the banking side and the depository side. “The big names are present in the jurisdiction through servicing of Malta funds from outside of Malta, without an actual operation on the ground here. Because of certain deadlines which are embedded within the AIFMD, we would expect this to change. “We’re reaching a stage where we have achieved a certain level of sophistication in our thinking as a jurisdiction and I think that it is the right time for international operators to look at Malta not only as a jurisdiction where they can service clients, but also as a jurisdiction where they can have an operation to be closer to the market. We have achieved that on the fund administration side over the years as well on the fund management side. I think the next step is going to be on the banking and depository structures,” he concluded.


Honeycomb is a leading Malta-based funds platform

Mark Azzopardi, General Manager, stated that a RICC (Recognised Incorporated Cells Company) is a platform which can host collective investment schemes, offering a pre-cast, standardised structure for the setting up of funds. “Whether your fund is targeting professional or retail investors, regardless of your strategy and underlying assets, Honeycomb can offer you lower set-up costs, quicker set-up timeframes, and also help with the required arrangements for your operations,” he commented. “The service providers are already in place making it one of the most efficient means of starting up, or transferring a current fund, onto our platform,” he said. “The funds on the platform are completely separate legal entities but they still benefit from the common services offered by the platform and the resulting economies of scale which they otherwise may not be able to achieve.” Honeycomb facilitates a variety of services which may be provided by other duly authorised and experienced service providers to the funds that it hosts. A number of these are mandatory for a fund whereas others are optional. These include: • Fund Administration and accounting services • Depository services • Audit • Compliance services • Directorship and company secretary services • Other services such as foreign exchange, AML (anti-money laundering), etc. Through its longstanding relationships with various authorised service providers, Honeycomb has put in place a number of advantageous pre-arranged agreements for the funds it hosts, so these funds can benefit from: • Savings on the time and effort it takes to organise these agreements; • Lower and more predictable operational costs. “Honeycomb’s platform also benefits from the experience and competence of a group of dedicated professionals with backgrounds spanning all key areas within the funds sector, and who operate exclusively with Honeycomb,” continued Mr Azzopardi. Honeycomb is similar to a property administrator, renting flats to a number of tenants. The administrator ensures that there is running water, adequate heating and electricity, furniture, and appliances in place prior to the tenants moving. “Once they arrive, they immediately have all of the necessities in place without the headache of handling these themselves,” he added.

Honeycomb Fund Services Platform Mark Azzopardi General Manager Tel: +356 20119727 info@honeycombfunds.com www.honeycombfunds.com

Numerous benefits can be obtained from using Honeycomb and its preferred service providers, including: • A remarkably quick and easy setup; • Set-up and operational costs are reduced; • Relationships with pre-approved service providers are already in place; • Most of the documentation relating to the fund has been pre-approved; • Only a rental fee and a one-off set-up cost are charged by the platform; • Any savings offered by service providers due to their relationship with Honeycomb are passed on directly to the hosted funds; • Funds are fully entitled to withdraw from the platform at any time without incurring a penalty.

Recent Developments in Malta In April 2016, the Malta Financial Services Authority (MFSA) announced that it is currently considering streamlining the Maltese investment funds regulatory network through a number of measures and initiatives. “The intention is for the MFSA to consolidate the Professional Investor Fund (PIF) regulatory framework by removing the distinction between the current three categories of PIFs and recognising just one type of PIF,” said Mr Azzopardi. The MFSA will also be removing the retail non-UCITS scheme as a recognised investment fund category. This would leave two alternative investment fund categories which may be marketed to retail investors, i.e. the UCITS scheme and the Alternative Investment Fund (AIF) promoted to retail investors. The MFSA has also announced the launch of a new framework for the notification of AIFs (Notified AIFs) which are managed by a full-scope Maltese or EEA passported Alternative Investment Fund Manager (AIFM). Mr Azzopardi explained that a Notified AIF would not be authorised or in any way approved by the MFSA, and would not be subject to ongoing supervision by the MFSA. “The AIFM would assume full responsibility for the fulfilment of the Notified AIF’s obligations and compliance with all applicable licence conditions. The MFSA will publish a list of Notified AIFs and include new Notified AIFs in the list within 10 business days from the date of submission of a duly completed notification pack.” “Our platform can also host notified AIFs, but it might also be worth considering setting up a fully regulated fund on our platform given how relatively quick and easy it would be to set-up such a fund on our platform.” The MFSA also announced the publication of a number of domestic regulations issued in terms of the Malta Investment Services Act, together with a revised version of the MFSA’s Investment Services Rulebooks, by way of transposition of UCITS V. Honeycomb Fund Services Platform is a trade name for Zeta Fund Services RICC Limited, recognised by the Malta Financial Services Authority as an Incorporated Cell Company.


Funds in Malta

MAG Fund Solutions RICC Limited Mandaris is a leading international Fiduciary and Consulting Company, providing an individualised approach to Tax, Fiduciary, Trust and Fund Services. “Our clients’ needs come first and so all our solutions are tailormade and include international tax and structuring advice,” said Alexandre von Heeren, chairman/managing partner. “This extends to our fund solutions which can be set up on a bespoke basis to suit investor requirements and investment policies.” Founded in 1933, Mandaris now operates from four centres in Basel, Zurich, Zug and Malta where its employees create innovative solutions for discerning clients based in Switzerland and elsewhere. Besides the design and registration of the fund, Mandaris also provides legal and tax advice including tax reporting, withholding taxes, tax analysis regarding investments as well as administration, accounting, investment controlling and audit, due diligence and compliance. Mr von Heeren stated that Mandaris’ Private Label Funds are made to measure. Predominantly these are set up as a SICAV legal structure (open-ended investment company), however other forms are possible. Mandaris operates a fully licensed Recognised Incorporated Cell Company (RICC) and as such is permitted to provide assistance in setting up SICAV Incorporated Cells (ICs), selecting third party providers as well as provision of standardised documents for the IC and other ancillary services. “Mandaris assists its client with the funds design, creation and administration,” he continued. “The flexibility of the investment framework in Malta enables clients to create a truly bespoke fund structure through choice of fund label, selection of asset manager or self-managed funds, selection of custodian amongst others. “Though often used as an investment strategy by corporations to attract investors, Private Label Funds have also been adapted by wealthy private individuals and families in cases such as succession. This enables less wealthy family members to pool funds and achieve economies of scale as well as access to exclusive investment opportunities.” The benefits of Mandaris’ Private Label Funds include full tax exemption of investment within fund (no subscription taxes, no wealth tax, no withholding tax no VAT), flexible investment strategy (diversified or single investment), simplification of personal and corporate tax reporting as well as comparatively low cost of local service providers, lawyers and auditors.

Malta – Flexible and Competitive According to Mr von Heeren, Malta offers a wide range of flexible and competitive asset structuring options through companies, trusts, foundations, securitisation and fund vehicles (including closed and open-ended investment companies) which can be tailored to suit the investor.

The regulatory authority – Malta Financial Services Authority (MFSA) has fully transported the UCITS IV Directive and the AIF Directive and as such funds domiciled in Malta can be distributed and passported within the EU and outside. “Voted “most favoured” European Fund Domicile by Hedge Fund Review in both 2013 and 2014, Malta continues to be an exciting and innovative domicile for funds and as such Mandaris is proud to be able to offer its clients unique investment solutions through its Malta based platforms,” he commented. All supervision and issuing of licences is carried out by the MFSA which is the sole regulatory authority of funds and financial institutions in Malta. Mr von Heeren stated that one of the advantages of Malta’s small size is that it affords fund promotors direct access to the Authority. “In fact the MFSA encourages face-to-face meetings between fund promotors, banks and other financial institutions ahead of issuing of licences,” he added.

Recent Developments and Trends Mr von Heeren noted that the launch of the Notified Alternative Investment Funds (Notified AIF) has been one of the biggest developments in the industry in Malta. “As the Notified AIF is not regulated or authorised by the MFSA this presents a distinct advantage in terms of its speed to market,” he explained. “Typically within 10 business days from the date of filing of a complete notification pack, the Notified AIF will be included in the List of Notified AIFs by the MFSA.” He stated that Malta’s funds industry is growing steadily which in turn is attracting more sophisticated asset management activities, and that there has been dramatic change in Malta’s fund landscape since the implementation of the EU’s Alternative Investment Fund Management Directive (AIFMD). Aside from the launch of the Notified AIF, he also highlighted the introduction of the Recognised Incorporated Cell Company (RICC) in 2012 as a notable development in the industry. “Mandaris is in a unique position to offer expertise on this type of fund platform and has a fully licenced RICC company operating in Malta to provide bespoke fund solutions for its clients,” he continued. “The use of the RICC platform structure is a perfect solution for start-up funds who may take advantage of the self-contained Incorporate Cell (IC) feature. The RICC provides standardised documents and assistance with the provision of services to the ICs established within its platform structure. “Apart from the fact that the liabilities of each IC are ring-fenced, the use of standardised documents enables an IC to be established under the platform easily and with fewer costs involved than if it were to be created on its own.”

A Destination of Choice

Mandaris Alexandre von Heeren Chairman/Managing Partner Tel: +356 2014 5309 alexandre.vonheeren@mandaris.com www.mandaris.com 58

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With its increasing portfolio of fund options, flexibility towards management of funds, comparably low set up costs and favourable tax regime, Mr von Heeren believes that Malta is a very attractive choice when re-domiciling existing funds from both within and outside the European Union. “The re-domiciliation procedure is swift and coupled with its innovative and competitive market, Malta is becoming one of the destinations of choice for fund operations and asset structuring in general,” he concluded. Mandaris does not believe in a “one size fits all” strategy. This also applies to its fees. The fee structure of a fund can be worked out together with the client so that a solution is found that responds to the needs and expectations of the client and Mandaris. If you would like any further information on Mandaris’ RICC Fund Platform, Private Label Funds or its Securitisation Cell Company or any advice or information on other services please do not hesitate to contact the company on +356 2014 5309 or email info@mandaris.com.


Funds in Malta

Valletta Fund Services The Private Equity and Venture Capital space abounds with rule books, offering investment managers a myriad of investment options. Malta transposes the EU regulations aimed at providing financing alternatives to the real economy, from start up SMEs to infrastructural projects within the EU, whilst strengthening its own home grown robust regulatory framework for alternative fund vehicles aimed at the private equity world. EUVeca Funds, ELTIFs (EU Long Term Investment Funds) and other such rule books have laudable objectives, that being channelling investors’ monies cross border within the EU, towards venture capital SMEs and long term infrastructural projects. Thus the focus here is investments in the real economy within the EU confines, aimed at the sustained economic development across Europe, and through the possible participation of all investor types of the individual member states. Alongside these, Malta places other options on the table through its own regulatory framework for funds not captured by the EU Directives. Here’s a quick look at some of the available options, and their core characteristics:

EUVeca Funds: • Aimed at supporting equity investments in EU based SME start-ups; • Available to both out-of-scope funds (PIFs) as well as full scope AIFs; • All may benefit from the EU passport; • Funds may invest by way of loans for up to 30% of total investment; • Managers must be based in the EU and be at least registered as de minimis managers; self-managed funds are also eligible; • €100,000 minimum investment threshold requirement; and • Onerous obligations on the Manager.

What is the attraction of EUVeca? • Passport to de minimis managers, where it would otherwise be unavailable in terms of AIFMD; • If availed of by de minimis managers, the flexibility afforded by the PIF regime (in relation to domicile and role of the custodian) would still apply; and • Loans component up to 30% not captured by the Loan Funds Rules, which would otherwise be the case beyond 15%.

Private Equity Funds set up within the Professional Investor Fund framework: • These too can be originators of loans, as is the case for EUVeca funds; • The upside is that there is no prescriptive percentage cap on loans; • This applies if the lending component is “ancillary” to the core PE investment activity; • The downside is the passport, which here is missing (as opposed to EUVeca); and • It would thus need to be limited to private placement for distribution.

• Must be closed-ended funds (with possibility of yearly distributions if there is sufficient liquidity); and • Onerous obligations on Manager (including credit risk analysis). Is the above tantamount to clutter of options on the table? And is this a hindrance rather than an opportunity for investment managers and investors? This could very well be the case given the evident overlaps that blur the lines of demarcation between rule books, where one starts and the other one ends! It is thus imperative for investment managers to put some order on the table prior to embarking on choosing the livery within which to structure their investment fund vehicle. Key questions need to be answered at the outset to ensure that the most appropriate model is selected.

What to ask? • Will the fund need a passport for distribution? • What is the regulatory status of the Manager? • Will the fund be financing its PE/VC investments via a mix of debt (provision of loans) and equity? • Would a 30% maximum cap on provision of loans by the fund be limiting to achieve the objective, or is such a percentage sufficient? • Is the fund’s objective solely or predominantly to provide funding through loans? These questions should set the scene as to which is the best suited vehicle for a fund promoter. It is fundamental to ask such questions at the outset, thereby ensuring the most appropriate regulatory rule book is the chosen one. It is finally also essential in my view to consider the intended objectives of each regulation, as well as the applicable conditions, in order to verify if the fund promoter’s objectives have a fit within these. Valletta Fund Services (VFS) is the fund administration arm of the Bank of Valletta Group, Malta’s leading financial institution. The company currently provides a full suite of fund administration services to over 126 funds for a total Assets Under Administration in excess of €3.6 billion, commanding over 30% of the market. VFS’ extensive client base is wide-ranging in terms of both fund sizes and fund strategies as adopted by the fund managers based in many of the EU countries, Switzerland and Turkey.

ELTIFs: • Aimed at channelling investors’ monies to infrastructural investments / long term nature of investments; • May be managed only by full scope AIFMs; • Can target both Professional Investors (under MiFID) as well as retail – always through a passport; and • Minimum investment for retail sector: €10,000.

Loan Funds: • Predominantly the objective here is for funds to provide loans (as originators or through acquisition of loan portfolios which would put the fund in a direct relationship, as lender, with the relevant borrower/s); • Applies to de minimis and full scope AIFs; • Eligible investors: “Professional investors” (under MiFID), plus €100,000 as a minimum investment;

Valletta Fund Services Ltd, Malta Joseph Camilleri Executive Head Business Development & Corporate Services

Tel: +356 2122 7148 infovfs@bov.com www.vfs.com.mt June 2016 Corporate INTL

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Funds in Switzerland

Funds in Switzerland The Swiss Funds & Asset Management Association SFAMA (SFAMA), which was established in 1992, is the representative association of the Swiss fund and asset management industry. Its members include all the major Swiss fund management companies, many asset managers, and representatives of foreign collective investment schemes. SFAMA is an active member of the Brussels-based European Fund and Asset Management Association and the International Investment Funds Association in Montreal.

SFAMA pursues the following objectives: • representing the interests of its members in Switzerland and abroad and ensuring optimal frameworks for asset management as well as the production and distribution of collective investment schemes; • promoting the standing of the industry and helping to maintain and bolster trust in collective investment schemes; • positioning SFAMA as an expert and representative contact vis-à-vis the authorities, other associations, politicians, the media, and the general public; • taking a leading role with regard to selfregulation, providing its members with model documents.

2015 and 2016 According to the statistics on the Swiss fund market, the total volume stood at some CHF 891.0 billion at the end of December 2015, an increase of CHF 16.3 billion or around 2% yearon-year. The figures are based on the FINMA approvals list and cover all funds under Swiss law as well as all foreign funds approved for distribution in Switzerland, including unit classes for qualified investors. At the end of 2015, there were 8,740 funds approved for public distribution in Switzerland: • 1,542 Swiss-law products; • 7,198 products established under foreign law. Luxembourg-law funds make up the bulk of these with 4,870 products. According to Markus Fuchs, managing director and CEO of SFAMA, the partially 60

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revised Collective Investment Schemes Act (CISA) is continuing to bolster the market activities of many providers, which resulted in a net increase of 524 funds. He noted that the ratio of foreign funds to collective investment schemes under Swiss law has remained fairly constant at around 4:1 over recent years. “Like the year before 2016 has been an eventful year for the Swiss funds and asset management industry so far,” said Mr Fuchs. “The financial markets have been subject to marked fluctuations, posing challenges for all participants. Achieving satisfactory returns on the markets is and will be no easy task.”

The Swiss Financial Sector Discussing the factors that influence foreign investors’ decisions to structure alternative investment fund vehicles in Switzerland, Mr Fuchs stated that the most significant is whether they believe in the market potential of the country. “In this area trust can be primarily be gained by delivering good performance and services, i.e. the ability to deliver promised returns and liquidity,” he explained. He noted that private banking has been and remains an essential core element of the Swiss financial sector. Switzerland is still by far the largest centre for the cross-border wealth management business. “However, cross-border private banking is increasingly being influenced by international regulatory and economic developments, and has come under heavy

pressure as a result in recent years,” he continued. “While foreign clients previously came to Switzerland to have their wealth managed here offshore, this business will tend to be more difficult in the future. The focus is now no longer on importing (private) assets into Switzerland, but rather on exporting Swiss financial services and products to other countries.” To ensure that the Swiss financial sector can continue to be regarded as a strong player globally going forward, Mr Fuchs believes that it must safeguard exportability and position itself in such a way that it can profit from the growth potential worldwide. “A significant amount of this potential is to be found in the pensions segment, and asset management for institutionals plays a pivotal role here,” he added.

Legislative and Regulatory Developments Commenting on significant recent developments, Mr Fuchs highlighted the partial revision of the CISA that entered into force on 1st March 2013 with the following objectives: • to close gaps in the regulations; • to bring legislation into line with the AIFMD so as to ensure market access in the EU for the management, safekeeping, and distribution of collective investment schemes; • to improve investor protection, and also enhance the quality and competitiveness of Swiss financial market service providers;


Funds in Switzerland

SFAMA Markus Fuchs Managing Director Tel: +41 61 278 89 00 office@sfama.ch www.sfama.ch

• to strengthen Switzerland as a location for asset management and as a production location.

in the FinSA) and recognised supervision of all asset managers (as provided for in the FinIA).”

He also noted that on 30th July 2015, ESMA published its positive advice on the extension of the EU passport to Swiss managers of alternative investment funds as well as Swiss funds.

He stated that this is of particular importance in the case of institutional asset management, where the Swiss market will only be able to post modest growth in the coming years while the global growth forecasts are considerably higher.

“For Swiss providers, the Alternative Investement Fund Managers Directive (AIFMD) is relevant for the distribution of collective investment schemes in the EU and the involvement of Swiss asset managers in the management of European funds,” he elaborated. “I expect that the implementation of the third country passport and its extension to Switzerland would also boost Switzerland’s alternative industry to a certain extent.” There are currently two ongoing legislative projects: The Financial Services Act (FinSA) governs the prerequisites for providing financial services and offering financial instruments, while the Financial Institutions Act (FinIA) makes provision for an activitybased, differentiated supervisory regime for financial institutions requiring a license. “These bills are aimed at improving client protection, in addition to creating a level playing field and strengthening the competitiveness of the financial centre,” said Mr Fuchs. “Switzerland is dependent on its financial firms also being able to offer their products and services abroad. This exportability in turn hinges on Swiss financial market legislation being in line with international standards. These include appropriate conduct rules (as provided for

“Swiss asset management must therefore be accessible for the large numbers of clients outside Switzerland,” he explained. “Given that a significant portion of Swiss financial services and products are exported to the EU, orientation toward EU financial market regulations is essential. The FinSA and FinIA will lead to an improvement in the ability to act on the international stage, while only entailing a limited amount of new regulations.”

Trends in Funds Last year alternative investments mostly posted net inflows, totalling CHF 5.2 billion. However, the volumes in this fund category edged up only slightly from CHF 24.0 billion to CHF 24.3 billion. “Although volatile markets should in principle favour alternative investment strategies, they were unable to truly exploit this potential,” Mr Fuchs commented.

• Equities: 35%; • Bonds: 30%; • Mixed Assets: 12 %; • Money Markets: 10%; • Alternatives (real estate, commodities, hedge funds): 10%; • Others: 3%.

SFAMA’s Current Objectives The following themes will be at the forefront for SFAMA in 2016: • positioning SFAMA as the body representing the interests of the asset management industry; • implementing the completely revised Collective Investment Schemes Ordinance of the Swiss Financial Market Supervisory Authority FINMA in supervisory practice in the interests of the fund and asset management industry; • focusing lobbying with regard to regulatory and tax matters on upcoming legislative projects, in particular the FinSA/ FinIA project; • bolstering SFAMA’s platforms (events, specialist committees, communication).

He noted that there have been very few changes in the (aggregated) asset allocation of investors over the last 10 years, meaning that investors were and are invested (on average) as follows: June 2016 Corporate INTL

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Funds in Switzerland

CACEIS Fastnet Suisse

CACEIS Fastnet Suisse Philippe Bens Managing Director Tel: +41 22 360 94 00 philippe.bens@caceis.com www.caceis.com

CACEIS Fastnet Suisse is a global player committed to designing reliable, cutting-edge services and building long-lasting relationships with clients. A member of the Crédit Agricole Group, CACEIS is rated AA-/A-1+ by S&P, which reflects the financial support of its principal shareholder.

Through offices across Europe, North America and Asia, CACEIS delivers a comprehensive set of high-quality services covering depositary/trustee and custody, fund administration, cross-border fund distribution support, middle-office solutions and issuer services. CACEIS also provides Management Companies with legal and structuring assistance, enabling them to register and maintain the registration of their products abroad. This is combined with efficient operational workflow support and commission management, offering various trailer fee models and comprehensive web-based reporting. CACEIS’s 3,500 highly experienced employees are committed to upholding quality of service in terms of responsiveness, accuracy and expertise. CACEIS is the fourth largest third-party administrator in Switzerland, providing comprehensive administration and related services to many types of client, including real estate promoters, active in the Swiss market. CACEIS has been present in Switzerland since the 2006 acquisition of an experienced third-party fund administrator, which was active on the market since 1994. Swiss clients can also benefit from a broad range of additional services offered by the CACEIS Group, such as capital market services. Philippe Bens, managing director, noted that Swiss fund promoters have had the advantage of setting up funds very easily in Luxembourg for historical reasons. “If you take the size of the market in Switzerland, and compare it with the size of the market of the Swiss promoter in Luxembourg, the assets in Luxembourg are larger,” he said. “However, the Swiss funds can be quite attractive in certain niche fields, specifically regarding Swiss real estate funds, commodities or precious metals.” According to Mr Bens, some funds such as physical gold funds or Swiss real estate funds have to be domiciled in Switzerland; however, he believes there are no advantages to domiciling in 62

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Switzerland compared to Luxembourg, particularly as Switzerland is not a member of the EU. He added that a current trend in the Swiss funds industry is “using the Swissdomiciled fund as a vehicle for pension funds, for insurance, and specifically in regards to Swiss solvency”. He believes there is still potential for significant growth in the Swiss market. Mr Bens explained: “I think there is still plenty of room for the Swiss market to evolve in terms of structure, in terms of organisation, and in terms of service offering.” CACEIS helps clients take advantage of new business opportunities. Its extensive expertise in supporting clients’ crossborder fund distribution strategies in numerous countries, combined with a presence in the major fund jurisdictions, ensures a real competitive advantage that helps drive clients’ business forward. More recently, the firm extended its European depositary bank network by opening a new branch in Switzerland, CACEIS Bank Switzerland Branch, thereby increasing its presence in the market in accordance with its European expansion strategy. CACEIS has been active in Switzerland since 2006 via its subsidiary, CACEIS Switzerland, one of the top ten local management company service providers.

CACEIS Bank Switzerland Branch acts as a depositary for Swiss collective investment schemes – as a local and global custodian for pension funds, insurance companies and banks, and as a paying agent for funds domiciled abroad. The branch is fully integrated with the Group’s operational platforms, giving Swiss clients access to the full range of CACEIS’ asset servicing solutions. Mr Bens commented: “For many years, our clients have had confidence in our ability to deliver fund management and administration services in Switzerland. We are now enhancing our offering in the market by taking full advantage of the Group’s expertise in the field of depositary and custody banking services.” François Marion, CEO of CACEIS, added: “The launch of our Swiss banking branch demonstrates the strategic importance of this market for the Group. It will allow our clients to benefit from the full range of post-trade services offered by CACEIS.” Last but not least, CACEIS has recently posted impressive growth figures, driven by strong sales and targeted acquisitions in the North American, German and Swiss markets. The firm’s services combine powerful IT systems and expert staff: to help clients significantly reduce their costs, improve service quality and focus on their core business.

Crédit Agricole S.A. has been awarded high ratings by the main rating agencies, reflecting its strong financial position. Ratings

S&P

Moody’s

FitchRatings

Long-term senior unsecured debt

A

A2

A

Last rating action

13/07/2015

17/03/2015

03/07/2014

A-1

Prime-1

F1

Short-term debt


Funds in Switzerland

Carnegie Fund Services S.A.

Carnagie Fund Services Neil Carnegie General Manager, Member of the Board of Directors, Founding Partner Tel: +41 (0) 22 705 11 77 info@carnegie-fund-services.ch www.carnegie-fund-services.ch

Carnegie Fund Services S.A. (CFS), based in Geneva, Switzerland, is an independent representative and distributor of foreign investment funds. In 2003, from the Swiss Financial Market Supervisory Authority (FINMA). In 2004, CFS received the status of financial intermediary from the Swiss Federal Department of Finance. The firm’s integrated representation services include: • Assuming the representation and preparing the initial applications for a FINMA authorisation • Maintenance of the FINMA authorisation • Establishment and maintenance of the representation of Alternative Investment Funds • Providing advice of both a legal and regulatory nature • Due diligence on Swiss distributors • Negotiation and execution of distribution agreements • Providing access to fund platforms with a trailer fee calculation services • Translations • Reporting of income, by share class, to the Swiss Federal Tax Department • Taking care of the appointment of the Swiss Paying Agent “What we do not do is sell our clients’ funds,” said Neil Carnegie, CEO and member of the Board of Directors. “We are of the belief that the clients are in the best position to sell their funds to investors. CFS provides all the Swiss legal and operational support for our clients to work with distributors. Also we provide information on the distribution market to our clients: Swiss market radar.” According to Neil, the key factor that separates CFS from its competitors is that it offers an integrated service. The firm has the staff in place, internally, to handle both the legal and linguistic aspects of business in Switzerland. This is manifested by the translation of documents, so CFS, and its clients, can interface with the Swiss authorities and investors. The legal team is composed of eight Swiss lawyers specialised in fund law. CFS staff members are bi-lingual – French & English or German & English - or just tri-lingual. Also, all the due diligence work is done in house. “Therefore we can stay on top of the due diligence not only for our own obligations vis-à-vis FINMA but assisting our clients visà-vis their regulators,” continued Neil. “Clients get one bill from us for everything that pertains to their whole activity in Switzerland. That allows our clients to be able to exactly assess the source of costs. Hopefully client will observe that CFS pricing is not only competitive but also reasonable.” Added Neil.

The Swiss Funds Industry “This number of FINMA authorised foreign funds has virtually doubled over the past ten years to 7’200 today. Swiss funds number 1’300. The amount of assets in funds has more than doubled during the same time to CHF 943 billion as of March 31, 2016. Foreign providers have profited from such growth in assets,” said Neil. The arrival of the modifications in 2013, whereby representatives have to represent AIFs being distributed in Switzerland, has led to a very large on boarding operation by the Swiss representatives. Today CFS represents 160 AIFs - 25% of CFS’s representation business. The AIFs are domiciled in both European and the islands. “The arrival of the AIF business has led to a great deal of work having to be undertaken on the due diligence side” he commented. “It’s relatively labour intensive compared to UCITS.” Neil says that the very well organised, well governed and regulated fund providers are capturing an even larger slice of the market in Switzerland. “It’s not a mystery – the sales people have to have a strong pitch,” he explained. “They have to show: the suitability of funds; whilst matching the targeted asset allocation and investor profile. They have to show that their fund is well organised. We expect that, the foreign fund providers that are well organised and the funds performing in light of their investment objectives, will continue to enjoy success in Switzerland in the years to come.”

Modification to the Swiss Financial Services Act Neil stated that the new Swiss Financial Services Act is currently going through parliamentary commissions. However, there is heavy lobbying for modification to the original text. In its current form it would deviate strongly from MiFID 2 and AIFMD. Thus if there are no modifications prior to the parliamentary vote, equivalency between European legislation and Swiss legislation would be put into serious doubt. However, he does not believe much is likely to happen at the level of the commissions until the Brexit referendum on 23rd June in Great Britain. “Some members of the political class in Switzerland would love Britain to leave the

European Union. It would open the possibility for some form of pact between Switzerland and UK,” he elaborated. “If the UK stays within the EU then the Swiss financial services act will most likely be amended in the commissions, in such a manner as to ensure and maintain equivalency between the European directives and Swiss legislation. The legislative game is in full swing.”

Asset Class Selection Discussing asset classes, Neil stated that the Fund of Funds, in particular, have suffered an immense hit as transparency has now been built into fund selection. He noted that changes in market cycles, lead to changes in the choice of asset classed investors are looking to invest in. Funds are available to fulfil client objectives in an asset class when there is need to build exposure in that asset class. It’s a question of timing. If a fund provider has the right fund to fulfil the investors objective in an asset class, it is a question of waiting for the moment that the asset class requires investment solutions. Whilst waiting for the moment, the fund provider has to ensure that his/her fund has obtained its place on the investors recommendation list. To obtain its place on the recommendation list, the fund does not just have to provide performance, it has to be shown that its organisation in best in class and the total expense ratio, not the ongoing costs, are set at a competitive level. Unfortunately, Fund of Funds are not always in a position to past this test. “60% of the funds that fund selectors are using are funds with clean share classes. In other words, the incentive of a trailer fees is becoming less of a driving force than they previously and performance for the end investor is paramount for the fund selector. ETFs are obviously profiting from that tendency, but top active asset managers still have their place on the recommendation lists.”

Predictions Looking ahead, Neil anticipates investors shall continue to look for funds that, due to the very high standing and of the manager, have been able to prove resilience in all market cycles. “Predictable performance at predictable costs”. “The market has become just a tad more rigorous than it was five years ago,” he concluded. June 2016 Corporate INTL

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Funds in Switzerland

meyerlustenberger Dr Christoph Heiz LL.M Partner Tel: +41 44 396 91 91 c.heiz@meyerlustenberger.ch www.meyerlustenberger.ch

meyerlustenberger is one of the leading Swiss law firms with head offices in Zurich. The firm is focused on the finance and banking market, and regularly advises domestic and international financial institutions on their investment products, including investment funds.

meyerlustenberger Dr Christoph Heiz, partner, noted that the Swiss Federal Act on Collective Investments (CISA), in effect since 1 January 2007, has brought significant changes to the investment funds regulation. “In view of the increased competition among the international financial markets, the CISA has been designed to enhance the competitiveness of the Swiss market for collective capital investments and to bring it into line with EU regulations,” explained Dr Heiz. Under the former Swiss investment law, only open-end funds based upon a collective investment agreement were entitled to use the term fund in its name and to publicly solicit fund investors. Other types of collective capital investments vehicles, such as closed-end investment companies, were not subject to the former Swiss investment fund laws. The CISA provides an elaborated set of rules designed for the following types of collective investment schemes: • Open-end collective capital investments, which comprise investment funds based upon a collective investment agreement and of investment companies with a flexible capital (société d’investissement à capital variable, Sicav). • Closed-end collective capital investments are organised as either a limited partnership (LP) for collective capital investments or an investment company with fixed capital (Sicaf).

align the rules regarding the management, safekeeping and distribution of collective investment schemes to international standards, in particular the EU Alternative Investment Fund Managers Directive (AIFMD). The proposal also aimed to strengthen investor protection and the competitiveness of the Swiss fund industry, and to ensure access of Swiss financial services providers to the EU market. This revised law went into effect in March 2013. “Like other jurisdictions, the CISA defines the term of a qualified investor,” said Dr Heiz. “This term comprises institutional investors, including banks, insurance companies and pension funds, but also HNWIs or investors who have concluded a written discretionary asset management agreement with a qualified asset manager. As the CISA recognises that qualified investors need a lesser degree of protection, the Swiss Financial Market Supervisory Authority (FINMA) may relieve collective investment vehicles from certain requirements if they are exclusively open for qualified investors. Such exemptions could ease a fund’s obligations with respect to (i) the investor’s redemption and termination rights, (ii) the principle of risk diversification, and (iii) its information duties. Also, investment companies organised in the form of stock corporations are not subject to the CISA if they only allow qualified investors to hold their shares.”

However, the CISA does not apply to investment companies whose shares are either traded at a Swiss stock exchange or held by qualified investors only. Nor does it apply to operating companies, holding companies or investment clubs whose members are in a position to independently administer their interests. Further, pooled assets (internal funds) set up by banks or security dealers for the collective investment and management of their clients’ portfolios do not, under certain circumstances, fall within the scope of the CISA.

Mr Heiz explained that before starting any activity, an authorisation from the FINMA is required for any collective capital investment entity (investment fund, Sicav, LP, Sicaf), the fund management, the custodian bank, the portfolio manager, the sales representative of a collective capital investment, and the representatives of foreign funds. “The FINMA approves in particular the collective investment agreement of the investment fund, the articles of incorporation and the investment regulations of the Sicav, the partnership agreement of the LP, and the corresponding documents of foreign collective capital investment vehicles.”

In March 2012, the Swiss Federal Council published a proposal to revise the CISA. The main goal of the partial revision was to

To allow the public solicitation and distribution of foreign collective capital investments, the FINMA authorises the

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relevant fund documents, such as offering memorandum, articles of incorporation or fund agreement. Authorisation will be granted if: • the collective investment is in its domestic country subject to the supervision of a public authority aimed at the protection of the investors; • the fund management or the collective investment company is subject to comparable requirements with respect to its organisation, the rights of investors and the investment policy; • a Swiss bank is appointed as payment agent as well as a Swiss representative, which represents the foreign collective investment company vis-à-vis the investors and the FINMA. Dr Heiz added: “The industry considers that it contains from the Swiss perspective two significant improvements against previous intentions. The AIFM Directive allows that the portfolio management and/ or risk management for an Alternative Investment Fund established in the EU to be delegated to a Swiss-domiciled manager who is subject to FINMA supervision. Further, Swiss asset managers may at a later date obtain the marketing authorisation for one or more EU member states, or even a EU ‘passport’, provided, however, that they comply with requirements comparable with those applicable to EU managers.” Dr Heiz observed that, despite the strong Swiss franc, the Swiss economy has so far been able to continue its stable growth path. Economic experts believe that there will be an increasing lag on exports, and this will have a cooling effect on the Swiss economy as a whole. However, it should be noted that 2015 will go down in economic history as the year of the Swiss franc shock. The removal of the EUR/CHF exchange rate floor by the Swiss National Bank in January of that year put the Swiss export sectors under massive pressure. But thanks to a persistently robust domestic economy, Switzerland avoided recession.


Global IP Who’s Who

Global IP Who’s Who Legal protection for the expression of creative ideas and the outcomes of scientific research is essential for the development and long-term growth of business and innovation. Intellectual property encompasses the legal property rights over creations of the mind, both artistic and commercial, and the corresponding fields of law. Under intellectual property law, owners are granted certain exclusive rights to a variety of intangible assets such as musical, literary and artistic works; ideas, discoveries and inventions; as well as words, phrases, symbols and designs. Common types of intellectual property include copyrights, trademarks, patents, industrial design rights and trade secrets. For many companies, intellectual property is an extremely valuable, but not fully appreciated or understood, asset. All businesses have intellectual property, regardless of their size or sector. A company’s IP is likely to be a valuable asset. Securing and protecting it could be essential to a business’ future success. The first step to protecting and exploiting a business’ intellectual property successfully is carrying out a systematic IP audit. This is not always a straightforward task, as IP doesn’t just reside in patents held or trademarks registered. One must also consider items such as any bespoke software, written material, domain names and customer databases. The majority of IP rights provide creators of original works with economic incentive to develop and share ideas through a form of temporary monopoly. Although many of the legal principles governing intellectual property have evolved over the centuries, it was not until the late 20th century that the term ‘intellectual property’ began to be used as a unifying concept. Solicitors within this field work in a broad range of areas, but most commonly ones for which design is central to their business, such as manufacturing and the creative industries. Intellectual property essentially provides a controlled monopoly for designers to exploit. An intellectual property solicitor works on the sale and purchase of IP, its registration and licensing – as well as dealing with third-party IP claims.

Trends for 2016 TechInsights, the global leader in intellectual property consulting has outlined the trends it expects to shape the global patent market in 2016, with perhaps the most eye-catching being the very fast evolving technology landscape inside your car. We’ve become used to the mobile phone market with a new phone that’s better and more efficient being introduced every few months. But, that level of innovation is now moving into cars and we can expect a massive growth of devices that will make driving in the future a very different experience. The connected car, a stepping stone towards autonomous vehicles, has the potential to replicate the IP and market disruption seen with the smart phone wars. This isn’t something that will happen in a decade or so, as TechInsights is highlighting trends for the current year, reflecting a surge in car technologies which will integrate into our lives in a way we haven’t seen since the smartphone revolution.

Key Contacts: International Bar Association

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TechInsights commented: “The connected car has the potential to replicate the IP and market disruption we last saw in a significant way with the smartphone wars. Non-traditional automotive suppliers are rushing to secure a piece of a connected car ecosystem forecast to exceed $40 billion by 2020, whilst firms already well established in parts of the automotive value chain are branching out into less traditional areas. Advanced Driver Assistance Systems (ADAS) are a key area of collaboration and innovation. Expect the patent activity in this space to heat up.” The other trends highlighted by Techinsights for 2016 are: • Patent rights strong in realm of ‘software controlling hardware’ There are still strong opportunities for creating and enforcing patents in the software realm – specifically software controlling hardware. We have seen - and expect to continue to see - significant technical analysis activity in support of licensing activity in this area. These analyses often demand an interdisciplinary approach combining software and hardware reverse engineering, however, the efforts continue to be worthwhile for licensors. • Patent market will begin a cautious recovery Optimism that the patent marketplace is at or close to bottom is in the air. This doesn’t mean all is rosy, the market has evolved and is more conservative than in years past. “We’re seeing a lot of extreme caution in the patent deals market”, said Mike McLean, SVP IP Services, “Patent assets undergo thorough testing before any deal is struck.” In the era of the Patent Trial and Appeal Board, portfolios containing patents that have survived validity testing will stand out. Validity, evidence of use, family coverage of desired jurisdictions, and potential for continuations will all contribute to a successful sale. • Europe is now a primary litigation venue but diligence is key to success The US is a less attractive environment for patent assertion and we will continue to see a shift of litigation efforts to Europe. The advantages of using Europe come at the expense of lower damages settlements and a high burden of preparation. Parties using Europe need to be exceedingly well prepared, with thorough evidence gathering up front, or risk failure. • Portfolio management strategy is crucial in a hot semiconductor M&A market 2015 saw a frenzy of semiconductor industry consolidation as firms sought the cost benefits of scale and to plug gaps in their product portfolios. Some are predicting this to accelerate in 2016. Portfolio management strategy has a significant role for both side on the M&A process and is often neglected as in-house IP teams shrink. A wellorganised portfolio will mitigate the risk of inadvertently parting with precious IP. The acquiring firm should also take the time to perform comprehensive post-acquisition diligence - no small undertaking, but crucial to get the most from the acquisition.

Alexander Birnstiel Co-Chair Intellectual Property and Entertainment Law Committee alexander.birnstiel@noerr.com

Chris Jordan Co-Chair Intellectual Property and Entertainment Law Committee phoet@hpcd.com


Global IP Who’s Who

China Ella Cheong Law Office Ella Cheong is recognised as one of the best intellectual property (“IP”) lawyers in Asia, and considered by many as a pioneer in IP. She is a solicitor in Hong Kong, on the Roll of Honour of the Law Society of Hong Kong, also qualified to practise in UK, Singapore and Australia. Ms Cheong was appointed a Justice of Peace by the HK Government, a most befitting tribute to her dedication to the development and social-conscience of Hong Kong. In addition Ms Cheong is recognised by international organisations – Member of Honour of FICPI and AIPPI, and received INTA’s President’s Award and APAA’s Enduring Award, and the Professional and Entrepreneurial Award in HK.

Ella Cheong Law Office Ella Cheong – Founder Tel: +852 2810-7400 ellacheong@ellacheonglaw.com ella.cheong@ellacheong.asia www.ellacheonglaw.com www.ellacheong.asia

Finland Backström & Co Ltd. Backström & Co was established in 1993 with an objective to handle all commissions on a basis of personal responsibility. Over the years, Backström & Co has achieved a solid position as a front-ranking law firm, and has gained particular recognition as an expert in intellectual property (IP). Moreover, the firm has been named in several international publications, including European Legal 500, Chambers and Partners and MIP, as one of Finland’s leading firms within its specialist field.

Backström & Co Ltd. Petri Eskola Partner Tel: +358 9 6689 940 petri.eskola@backstrom.fi www.backstrom.fi

Ella Cheong Law Office was founded in Hong Kong by Ms Cheong, and through our close working relationships with leading lawyers in other countries, the law firm is able to assist clients across all countries of the world. Although most people know and identify this firm as an IP boutique firm, however, we have recently gone through some changes. Our firm is now concentrating on all legal issues, especially enforcement of IPRs and commercial-related IP issues (e.g. preparing of or reviewing agreements ensuring adequate protection for IPRs in agreements for licensing, franchising, employment, manufacturing, agency and distributorships), as well as litigious issues (including cancellations and oppositions of TMs) before the courts and the IP registries in HK and China. With addition of new lawyers, our legal expertise has now been expanded to include commercial and corporate issues, including formation of joint ventures, mergers and acquisitions, contractual disputes, dispute resolution; information technology; intellectual property; insurance; labour and employment; litigation and advocacy; personal injuries; technology transfer and Wills and estate planning. Our practices are complemented by experience across a wide range of industries, with a strategic focus on information and technology.

Ella Cheong LLC, a Singapore law firm, with a support office in Malaysia of Ella Cheong IP Services Sdn Bhd, was also founded by Ms Cheong, and marks her continued participation in the Asian legal fraternity since the initial establishment of this practice was at the invitation of the Singapore Government. As with the HK office, Ella Cheong LLC is a law firm that handles all legal issues but also specialises in intellectual property, including prosecution of Patents, Trade Marks and Designs (in this respect unlike the HK office), in all countries of the world, but more specifically in each of the 10 ASEAN countries (i.e. Singapore, Malaysia, Philippines, Thailand, Myanmar, Laos, Indonesia, Vietnam, Cambodia and Brunei). Ella Cheong LLC is an active member of the Franchising and Licensing Association, and their professionals are experienced in delivering effective legal solutions to a wide range of set-ups, including individuals, small businesses and large corporations alike, across a broad spectrum of industries.

Backström & Co can provide services in all aspects related to IP with appraised experience. These aspects include general advice as well as all contentious matters. All freedom to operate clarifications can also be provided to clients wanting assurance against risks upon commencing business in Finland. Backström & Co has represented foreign parties in major licence agreement arrangements. This kind of transaction represents significant economic interest to the parties involved. It is, therefore, of paramount importance to choose the right adviser.

in accordance with the relevant EU legislation. The latest legislative step in this respect has been the implementation of EU Enforcement Directive (2004/48/ EC), which is aimed at harmonising remedies and certain procedural issues in the field of IP. The Registered Designs Act was amended in 2001 to implement the law with the requirements set forth in the Registered Designs Directive (98/71/EU). Meanwhile, the Trademarks Directive (89/104/EC) has been implemented into the Trademarks Act. The TRIPS agreement of the WTO is also of relevance in this respect, being a binding arrangement upon Finland.

Further, Finland is a member of most of the specific conventions laying down rules for registration procedures for international protection of various intellectual property rights. The Patent Co-operation Treaty (PCT) came into force in Finland in 1980, and the European Patent Convention (EPC) came into force in 1996. In the field of international registration of trademarks, Finland has been a member to the Madrid Protocol since its creation. As a member of the European Union, Finland has harmonised its IP legislation

We believe with our distinctive approach and with a thorough understanding of our clients’ underlying objectives and our focus on formulating strategic and pro-active solutions, together with our perseverance and passion, all our firms will continue to be recognised by others for our achievements.

Partner Petri Eskola noted: “As far as EU harmonised areas are concerned, the compliance with the Finnish legislation should be ameliorated if the UK business concerned is aware of central characteristics of IP. In all cases one should observe nationally valid IP rights in Finland prior to entering the market. Co-operation with local Finnish attorneys would also be required and recommended; indeed, a good tip would be to contact a local Finnish expert well in advance – prior to executing any major projects here.”

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Global IP Who’s Who

Germany PATENTSHIP Patentanwaltsgesellschaft mbH Robert Klinski is the managing partner of PATENTSHIP, a patent firm specialised in prosecuting and litigating national and international intellectual property rights in the fields of electrical engineering and information technology, physics, mechanics and chemistry. The firm is located in Munich - close to the German Patent and Trademark Office, the European Patent Office as well as the German Federal Patent Court. Another branch of the firm is located in Aschaffenburg, from where clients from the entire Rhein-Main-Area are serviced directly and on-site.

PATENTSHIP Dr Robert Klinski Managing Partner Tel: +49-(0)89-75969869-0 mail@patentship.eu www.patentship.eu

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PATENTSHIP’s team supports leading technology companies, universities and startups in Germany and worldwide. The firm has a profound patent prosecution experience in Germany, EU, USA, China and Japan. Its team members have comprehensive scientific and industrial background, enabling the efficient prosecution and litigation of most demanding technologies. PATENTSHIP further has a strong patent litigation experience resulting from national and international patent litigations, including US proceedings, which have been successfully handled by the firm for years. PATENTSHIP’s further services include IP monetisation, IP valuation, technology transfer and startup incubation services. “We strive to offer our clients the best possible service – at affordable prices,” said Dr Klinski. “We believe that this can be accomplished only through a close cooperation with our clients. Understanding our client’s technology and needs is the key for us to provide goal-oriented services in all fields of IP. “While the focus of our work is the prosecution of patents and other protective rights including utility models, trademarks and designs in Europe and throughout the world, a close cooperation with attorneys at law specialised in IP allows us also to offer qualified services in nullity and infringement proceedings. Moreover, a wide network of associate patent firms throughout the world enables us to implement multinational IP strategies for our clients.”

PATENTSHIP provides world-wide full cover service for intellectual property matters such as German, European, Asian and US patents, German and foreign utility models, applications under the Patent Cooperation Treaty (PCT), national, international and community trademarks, national and international design models and topographic designs, trademark and patent searches, expert analysis, litigation, license matters, the law of employees’ inventions, portfolio and intellectual property right strategies. Dr Klinski studied electrical engineering and telecommunications at the Technical University Hamburg-Harburg and received his doctorate with honours from the Munich Technical University in the field of mobile communication technologies. He also worked as researcher with the Fraunhofer Institute in Munich where he designed wired and wireless communication systems. Dr Klinski has extensive experience in patent prosecution and litigation in particular in the area of telecommunication systems and communication networks. Dr Klinski has been successfully representing a globally operating network operator in a number of initiated infringement lawsuits initiated by NPEs and corresponding nullity proceedings in the field of DSL technologies. He further successfully defended a telecommunications enterprise in a German part of international infringement proceedings in the field of wireless communication networks.


Global IP Who’s Who

Greece VAYANOS KOSTOPOULOS VAYANOS KOSTOPOULOS, founded in 1900, is one of the leading law firms in Greece. Through dedication, commitment and flexibility, the diverse needs of businesses and associates are catered for by client-tailored solutions and state-of-the-art legal advice in a timely and precise manner. Its broad client base encompasses both multinational and local enterprises, comprising of not only businesses, but also individual inventors, creators, designers, authors and other IP holders. The original establishment location of the law firm has been retained in the vicinity of the centre of Athens at Stournara Str. 37, near the Athens Polytechnic University and the National Archaeological Museum.

VAYANOS KOSTOPOULOS Dr Nikolaos Lyberis Managing Partner Tel: +30 210 3808501, +30 210 3303029 n.lyberis@vklaw.gr www.vklaw.gr

Greece DR HELEN G PAPACONSTANTINOU AND PARTNERS In October 2015, the Law Offices Dr PD Theodorides-Dr H G Papaconsantinou (est 1920) and the company Dr Helen G Papaconstantinou, John V Filias and Associates joined forces to establish Dr Helen G Papaconstantinou and Partners, law firm. With 14 specialised IP attorneys, three of whom are European patent attorneys, Dr Helen G Papaconstantinou and Partners is one of the largest IP law firms in Greece and broadly recognised as the leading in the country.

The offices are structured to encompass the following main departments: • Trademarks Filing and Prosecution • Trademarks Watching and Searching • Patent Filing • IP Rights Maintenance • Litigation for Administrative & Civil Courts A wide range of IP related services are rendered, including prosecution and litigation of all kinds of rights on intangible assets such as trademarks, patents and Supplementary Protection Certificates (SPCs), domain names, copyright. Further areas of IP practice are successful representation in Customs Interventions, IPR infringement proceedings before all court instances, including interlocutory injunctions. The drafting of contracts, market supervision law (health, consumer, advertising and privacy), legal consultancy and supporting services (administration, translations and IPR maintenance) constitute the core of the VAYANOS KOSTOPOULOS team’s activities. A diverse workforce comprising of European patent attorneys, lawyers, trademark attorneys and litigators, technical advisors, paralegals and IP rights administrators, enables the firm to offer a top-class, comprehensive service to its broad client base. The efficient operation of the offices is supported through the use of up-to-date customised software and hardware facilities, enabling fluid execution of necessary functions, including the maintenance of

The law firm has an international reputation for high quality expert services by providing sophisticated legal and business solutions in the IP field and aptly combine the firm’s international orientation with an indepth knowledge of the Greek business and legal environment. What sets the firm apart is its extensive experience and expertise in the IP sector and its commitment to problem-solving and achieving results. Managing partner of the law firm is Dr Helen G Papaconstantinou, and the other four partners are Eva Yazitzoglou, Miranda Theodoridou, Fotini Kardiopoulis and Maria Athanassiadou. In addition to striving for professional excellence, its lawyers and staff have a strong commitment to professional integrity and business ethics. The firm’s expertise spans all aspects of IP and related legal services (consultancy, administrative and judicial support), particularly with respect to: • National / EU trademarks / international trademarks

Dr Helen G Papaconstantinou and Partners Dr Helen G Papaconstantinou, Managing Partner Eva Yazitzoglou, Partner Miranda Theodoridou, Partner Fotini Kardiopoulis, Partner Maria Athanassiadou, Partner Tel: +30 210 3626624 mail@hplaw.biz www.hplawfirm.com

• National / European patents / PCTs / EP validations / utility models / SPCs / plant variety rights • National / community / international designs • Geographical indications and designations of origin • Copyright / protection of artistic works • Exploitation of IP rights / licensing, franchising

reliable electronic records, an indispensable tool in serving the needs of not only large, but also small and medium-sized enterprises. Since 1993 the firm is under the directorship of Dr Nikolaos Lyberis, who, being a litigator, is admitted before the Supreme Courts for civil and administrative matters. Mr Lyberis represents prestigious clients in trademark, patent and other IP rights conflicts from all sectors of industry and commerce. He also handles counterfeiting matters before Customs and the courts. Furthermore, he successfully deals with contract law, IP licensing, consumer protection law and internet law disputes, as well as domain names and IP protection against unfair competition. Mr Lyberis is a member of numerous international associations focusing on IP law. He currently serves as a council member of the European Communities Trademark Association (ECTA) and as member of the ECTA Anti-Counterfeiting Committee. He is also secretary of the Hellenic Group of the International Association for the Protection of Intellectual Property (AIPPI). Mr Lyberis was appointed as the sole institutional representative of the Athens Bar Association to the government’s legislative committees for drafting the new Trademark Law (4072/2012). He lectures regularly on patent and trademark law, and has participated in training programmes on absolute and relative grounds for refusal for the Greek Trademark Office Examiners. He has authored numerous articles on key topics of IP law for IP-specialised magazines and is fluent in German and English.

• Due diligence searches and related consultancy / monitoring • Litigation involving all aspects of IP Law • IP consultancy • Anti-piracy / anti-counterfeiting / customs monitoring / border measures • Trade secrets • Domain names, alternative dispute resolution (ADR) / mediation • Internet law / electronic forms of payment, online contracts and services • Competition, advertising and consumer protection law The firm’s client base covers a broad spectrum, including businesses in all industries and sectors. Its clients range from large international companies and market leaders to small local businesses, represented either directly by the firm or indirectly, through trademark and patent agents/practices all over the world. Several of its attorneys are active members of international associations, such as AIPPI, FICPI, ECTA, EPI, INTA, ITMA, GRUR and the UK Society of Legal Scholars. It is consistently ranked among the top IP law firms in Greece by international legal directories and associations, including: Legal 500, WTR1000, IAM Patent 1000, and Managing International Property. Finally, the law firm has also been certified according to the International Organization for Standardization.

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Global IP Who’s Who

India Lall Lahiri & Salhotra Lall Lahiri & Salhotra (‘LLS’) today is one of the most reputed and wellregarded law firms in India with exceptional team experience, domain expertise and a business centric approach. LLS is also known for its pro-active measures, fresh thinking as well as providing services of the highest calibre to all its clients. Consisting of over 55 attorneys (including six partners) and a support staff of 85, including attorneys, patent agents, scientific and engineering experts, life sciences experts, transactional attorneys and company secretaries in two locations, LLS is fast expanding to become the foremost legal advisory practices in the country.

Lall Lahiri & Salhotra Rahul Chaudhry Managing Partner Tel: +91 11 435 000 00 rahul@lls.in www.lls.in

Japan Uchida & Samejima Law Firm Uchida & Samejima Law Firm (USLF) is one of the leading law firms in the field of IP/IT law. Most of the firm’s 20 attorneys have legal and IP experience in larger Japanese corporations such as Toshiba, Hitachi, Sony and Mitsubishi; as well as having qualified both in Benrishi (Patent Agent) and Bengoshi (Attorney at Law), with backgrounds in various technologies such as life science, chemicals, mechanics, electronics and software.

The firm handles all IP related work, including management, protection of large scale IP portfolios, creation and protection of IP, enforcement, transactions including licensing, assignments, take overs and acquisitions, monetisation, strategy and planning for long term IP optimisation etc. LLS also acts as a point of contact for various multi national entities for IP management and protection across South East Asia and the Middle East; hub-andspoke arrangements for clients based on their requirements; The IP department at LLS has over 30 years of experience in both contentious & non-contentious matters. Our firm & the attorneys have been committed to providing high quality services to our clients and have had the privilege of assisting some of the most well-known names in fields as diverse as oil & gas, pharmaceuticals, FMCG, consumer goods, IT, fashion, telecom, electronics, entertainment, media & publishing, retail, automotive amongst others. The firm is headed by Mr Rahul Chaudhry, the managing partner of LLS. Mr Chaudhry has been at the helm of the firm’s entire practice since June 2007, turning it from a small familyrun law practice into one of the finest, professionally managed, business oriented full service law firms in India. He has

Masahiro Samejima, founder and senior partner, practiced IP at IBM Japan, followed by 15 years’ practice of IP litigation and licensing in various law firms, before establishing USLF in 2004. “This unique portfolio of attorneys is most significant point to distinguish our law firm,” said Mr Samejima. “Generally, attorneys in Japan do not have any business background or technological knowledge. With this advantage, we can complete our legal work in a relatively short time which is cost effective to the clients, with a taste of business strategy.” He also highlighted the relatively small size of law firms in Japan compared to other countries – with 20 attorneys, USLF is now one of the largest IP boutique law firm in Japan. According to Mr Samejima, many Japanese companies have recently become aware that IP is one of the major factors required to be competitive in the market. He noted that this trend came late compared to the US and Europe, as before 2000 Japanese companies were competitive in product cost and quality.

Uchida & Samejima Law Firm Masahiro Samejima Founder, Senior Partner Tel: +813-5561-8550 info@uslf.jp www.uslf.jp/english

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“Now, the situation has changed as Asian companies have become players in the market to provide more costly products,” he explained. “This change of situation led Japanese companies to be aware of another factor to compete, which was IP.” Discussing complexities associated with Japanese patent litigation, Mr Samejima noted that both literal infringement and validity are dealt with in one district court

directed and managed the changes in LLS’ operations, structure and business approach, resulting in a considerable increase in the strength of the whole team and the expertise of LLS. His vision of ensuring that the best legal talents be pooled at LLS has resulted in immense depth of knowledge available for clients to rely upon. Mr Chaudhry adopts a solutions-based approach to all matters entrusted to him by his clients. Not satisfied by merely elucidating the law, he encourages his clients to develop long term strategies based on business goals and long term cost-benefit analysis. His personal involvement in all aspects of the firm’s operations and ability to anticipate client needs has made him, and LLS, the first choice for both national and international clients who seek his expertise on legal matters and business operations. Clients from diverse industrial backgrounds seek his legal and business acumen, making him amongst the leading advisors in the country. As a result LLS has developed an enviable legal practice with decades of experience and a team consisting of the most eminent legal practitioners with specialist intellectual property, corporate, commercial and transactional expertise.

jurisdiction, and that the latter can also be challenged in JPO. “This means a ‘double track’, one process in the district court (patent infringement litigation), another process in the JPO, if appealed, two process in IP High Court which in total four procedures at most. However, it is an effective procedure because the scope of the claim is deeply dependent onto the validity of the patent. “If you construe the claim wording as broad as you assert, the claim may include scope which is not valid.” This is a typical way to assert in Japanese patent court, which is possible because the judges are engaged in considering the scope of the claim and validity of the patent simultaneously.” He also pointed out that Japanese patent litigation is relatively inexpensive compared to that in the US. “Despite that the double-track seems to be complex, there is no heavy, timeconsuming procedure such as discovery in Japanese lawsuit. This effectively saves client attorney fees, besides the fact that Japanese attorney’s time charge rate is not so expensive. The relatively short procedure is also an advantage to enforce patents in Japan. The first stage in the district court typically lasts for 18 months before final decision by the court. This is even shorter if infringement is not admitted, by cutting off the procedure to determine the amount of damages,” he concluded.


Global IP Who’s Who

Nigeria Olaniwun Ajayi LP

Olaniwun Ajayi LP Toyosi Alabi Partner Tel: +234-1-2702551 Ext 2706 talabi@olaniwunajayi.net www.olaniwunajayi.net

A trade mark, when registered, shall be registered as of the date of the application for registration and that date shall be taken for the purposes of the Act (emphasis mine) to be the date of registration (Section 22(2) of the Trademarks Act Nigeria (TMA)).

Non-Use of a Trademark: When Does Time Begin to Run? The ‘retrospective’ effect of this provision undoubtedly enhances investor confidence, as any commercial obligation which is hinged on date of registration, will not be hampered by lengthy registration procedures. It is perhaps in the same spirit that the food and drugs agency in Nigeria (NAFDAC 1) has taken a liberal approach to its regulation on procedure by accepting evidence of potential proprietorship as evidence of proprietary ownership or approval2. There is a contrary effect of Section 22(2) TMA however, which may frustrate or deter proprietors in making a business decision on when to register their marks. By Section 31 TMA, a trademark is liable to revocation if it is not used within a certain timeframe and on a combined reading of Section 31 and Section 22(2) TMA, a proprietor of a mark may be caught, if commencement of use of his mark is commercially tied to issuance of his certificate.

Section 31(2)(b) TMA provides that a registered trade mark may be taken off the register if up to the date one month before the date of the application (for revocation) a continuous period of five years or longer elapsed “during which the trade mark was a registered trade mark” and during which there was no bona fide use of the mark. Interpreting this section in the light of Section 22(2) of the TMA could thus mean that the mark of a lawful proprietor whose registration process for the purposes of argument, takes five years, may be liable to be revoked on the date his certificate issues. It is very doubtful that the draftsman could have intended that the operative date for computation of the period of nonuse would be the date of application as envisaged in Section 22(2), TMA. Literally interpreted, the explicit reference to the period, ‘during which the trade mark was a registered trademark’ in Section 31(2)(b) TMA must mean that the relevant date for the purpose of non-use, must be the date upon which the certificate of trademark registration issues and the mark is placed on the trademark register, since, a mark is not registered unless it is entered on the register. Curiously, the Nigerian Courts seem to have interpreted Section 31(2)(b) TMA to align with the application of Section 22(2) TMA. The Court of Appeal in Procter & Gamble Co. v. Global Soap & Detergent Case3 did not agree that time begins to run, in relation to the non-use provisions in Section 31 TMA, when a mark is entered on the register. In contrast, The UK Trademarks Act 1994 Act explicitly spells out the draftsman’s expectation in relation to the computation of length of time for ‘non-use’. Section 46(1)(a) of the UK Act provides that the registration of a trademark may be revoked on the ground: ‘that within the

period of five years following the date of completion of the registration procedure it has not been put to genuine use in the United Kingdom …” . The position under the UK Trademarks Act is no doubt appealing and in line with the philosophy of not punishing the proprietor for the sins of the registry. The Nigerian TMA would benefit from an amendment of its Section 31, to more closely accord with Section 46(1) of the UK Trademarks Act. Alternatively, it will be apposite for our apex court to adopt a literal interpretation of section 31 TMA, which does not unduly divest proprietors of their rights. In the meantime, until there is a beneficial interpretation or amendment of Section 31 TMA, proprietors must themselves exercise diligence in engaging in bona-fide use of their trademark once their trademark application is filed. Olaniwun Ajayi LP Olaniwun Ajayi LP is a fully integrated firm, with over 50 years’ experience in helping our clients achieve their objectives. Our dedicated Intellectual Property Practice is skilled in servicing local and foreign businesses in the registration and protection of their IP and other proprietary rights in Nigeria and other parts of Africa. We handle portfolio management and enforcement of IP rights in Nigeria, Ghana, OAPI and other countries in Africa. Our in-depth knowledge of commercial law and arrangements, coupled with our familiarity with regulators, stand us in good stead to meet our clients’ needs. Toyosi Alabi Our team lead, Toyosi Alabi, has over 17 years work experience as an IP lawyer, having prosecuted and defended law suits involving trademark, design and patent infringement, revocation of trademarks and oppositions. She was part of the team which assisted in improving and reshaping operations at the trademarks registry in Abuja. Her experience also spans revocation of infringing company names at the Corporate Affairs Commission and revocation of conflicting NAFDAC registrations4. 1. National Agency for Food and Drug Administration and control 2. The NAFDAC circular on registration of products requires a certificate of brand registration / evidence of trademark approval as a prerequisite to registration. In practice, provision of a Notice of Acceptance of trademark from the Trademarks Registry, satisfies this requirement. 3. (2013) 2 NWLR Part 1336 page 409 4. Curiously, the Court of Appeal in the Procter & Gamble case lent credence to the above philosophy where it relied on a Supreme Court’s ratio in Okotie-Eboh v. Manager (2004) (2004) 18 NWLR Pt. 905 pg. 242 at page 282, para. A and held that “Statutes which encroach on the rights of the subject, whether as regards person or property, are construed as penal laws fortissimo contra preferentes; that is, strictly in favour of the subject.”

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Global IP Who’s Who

Philippines Sapalo Velez Bundang & Bulilan (SVBB) Sapalo Velez Bundang & Bulilan (SVBB) has been involved with intellectual property practice for 39 years. As managing partner, Atty. Ignacio S. Sapalo was a former director of the Bureau of Patents, Trademarks & Technology Transfer (BPTTT) and a consultant of the Department of Trade & Industry (DTI) of the government of the Philippines from 1987 to 1996.

Sapalo Velez Bundang & Bulilan (SVBB) Ignacio S. Sapalo Managing Partner Tel: (+632) 8911316 info@sapalovelez.com www.sapalovelez.com

Portugal Raul César Ferreira (Herd.) S.A. Raul César Ferreira (Herd.) S.A. is a well-established company in the industrial property field, founded in 1929 and one of the leading companies in Portugal. We are an IP dedicated firm with proved expertise in all fields of industrial property. RCF works in Portugal, in the African Portuguese speaking countries of Angola, Mozambique, Cape Verde and Sao Tome and Principe, in Timor and also in the SAR of Macao, PRC.

Raul César Ferreira (Herd.) S.A. João Jorge COO; Patent and Trademark Attorney Tel: +351 21 3907373 joao.jorge@rcf.pt www.rcf.pt

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The head of the IP department of the firm is Atty. Neptali L. Bulilan, a mechanical engineer, who has been a patent examiner at the BPTTT for 11 years. Among its lawyers is a chemist who obtained a masteral degree from Ateneo de Manila, Atty. Anne Mariae Celeste V. Jumadla; and a graduate of biochemistry at the University of Santo Tomas, Atty. Leonides M. Madrilejo. Its paralegals include Maryneck Daulong, a computer engineer; Dyan Hazel Lumapas, a chemical engineer; and Josel Bonifacio, a bio-chemist.

“A unique provision of our trademark law that makes the Philippines standout among the countries in the world is the fact that it requires the filing of a Declaration of Actual Use (DAU) within three years from the date of filing of the trademark application,” he explained.

SVBB’s awards include Patent Law Firm of the year from IP Asia; Top 10 filers for trademark and patent categories for 2015 from IPOPHL; and an IP Star for Atty. Ignacio S. Sapalo in 2014 by Managing IP.

Discussing complexities associated with enforcing IP rights, Mr Sapalo stated that stricter monitoring and control of entry and registration of infringing pharmaceutical products is imperative.

SVBB handles patent and trademark prosecution, inter partes cases, enforcement and litigation. SVBB is active in enforcement action and litigation for patent infringement of pharmaceutical drugs and has been successful in obtaining Writ of Search and Seizure which is patterned after the Anton Piller order.

“Generic drugs are allowed entry by the Bureau of Customs (BOC) and registered by the Food and Drug Administration (FDA) purportedly under the Cheaper Medicines Law notwithstanding that they are covered by valid patents issued to innovators. Under existing regulations, the FDA does not concern itself with IPR but leave the issue to IPOPHL jurisdiction. This results to substantial losses in sales of innovator drugs.

According to Mr Sapalo, the IP Code in the Philippines enumerates copyright and related rights; trademarks and service marks; geographical indications; industrial designs; patents; layout designs of integrated circuits; and undisclosed information, but effectively limits its scope to copyright (and related rights), trademarks, and patent laws (including utility models and industrial designs) only.

There is no typical client for RCF as our portfolio of clients include some of the most important Portuguese companies, as well as several of the most significant European, American and Asian companies, in various business fields, but also national and foreign SMEs that have chosen us directly or through the reference from our colleagues abroad. Independently of the type of clients all get the attention, dedication, commitment and quality that have always been present in the relationship with our clients and business partners. The Patent and Designs Department has the required expertise in several technical areas (chemistry, biochemistry, molecular biology, mechanical engineering, etc.) and in drafting, prosecuting, and in actively cooperating with the enforcement and litigation of IP rights. The Trademark Department has expertise in clearance searches and search opinions, prosecution, enforcement and oppositions in national, community and international trademarks, and also providing counselling and supporting trademark litigation. RCF also has a vast expertise in matters such as utility models, copyrights, and also in IP due diligence, namely validity analysis, infringement

He also noted that the Philippines acceded to the Madrid Protocol on April 25, 2012, adding that amended rules on UM and ID have removed the substantive examination requirement for UM and ID applications.

“Furthermore, the FDA and IPOPHL should amend the rules to prevent registration of a drug still covered by a patent or as a compromise to avoid delaying the entry of generic drugs in the market, wait until the life of the patent is about to expire before allowing generic companies to start clinical tests needed to obtain FDA approval,” he concluded.

analysis, technical expertise in litigation, infringement probative searches, state of the art and advanced technical searches, skilled surveillance, maintenance and technical translations. Having made a great investment in highly skilled persons, our collaborators are mainly patent and trademark attorneys but also collaborators specifically qualified in the field of mechanics, chemistry, computer science, biology, molecular biology, pharmacy, biochemistry and others, with proved experience in infringement analysis and validity assessment of IP rights, conducting state of the art searches and promoting a very active expert cooperation in IP disputes. Remarkably, RCF has developed a very effective anticounterfeiting strategy that IP owners have adhered to and that has been revealing to be quite effective in achieving the required results. The RCF team is keen to promote and participate in the discussion of important IP matters, this is the reason why several of our collaborators are strongly involved in the work carried out by national and international organisations like ACPI, INTA, ECTA, AIPPI, FICPI, MARQUES, PTMG, ITMA, UNION, VPP, GRUR, CIPA, ABPI, ASIPI and EPI.


Global IP Who’s Who

US - Illinois Rosenbaum IP, P.C. Founded in 1988, Rosenbaum IP, P.C. combines professional skills with technology experience to focus and position IP assets that help its client’s achieve their business outcomes. With particular expertise in the life sciences and internetbased technologies, we provide intellectual property legal services to diverse range of clientele across a wide array of fields from biotechnology to semiconductor processing. “All of the attorneys in our firm are big thinkers unconstrained by boxes,” said David G. Rosenbaum, founder & managing shareholder. “Our firm brings big firm expertise, experience and capability to our clients while operating in a smaller firm

Rosenbaum IP, P.C. David G. Rosenbaum Founder & Managing Shareholder Tel: +1-847-770-6000 drosenbaum@rosenbaumip.com www.rosenbaumip.com

US - Texas Munck Wilson Mandala, LLP Munck Wilson Mandala, LLP is a technology-focused law firm built upon offering clients results-oriented legal services. Our firm’s mission is to assist companies with acquiring, managing and protecting their most important assets: ideas, capital and people. Our firm consists of approximately 50 attorneys, including 18 registered patent attorneys. All hold engineering and science degrees along with vast technology-industry experience, therefore providing an extremely uncommon level of expertise. Our clients range from start-up companies driven by

Munck Wilson Mandala, LLP William A. Munck Managing Partner Tel: +1 (972) 628-3600 wmunck@munckwilson.com www.munckwilson.com

environment. This allows us to serve earlier stage pre-revenue technology companies as well as established companies and grow with our clients throughout their life cycle.” According to Mr Rosenbaum, IP law in the United States is in a state of rapid change both statutory law and how the courts are applying and interpreting the law. These changes present a particularly challenging aspect of an intellectual property legal practice today. “The volume of information and the rate of developments both domestically and internationally are increasing exponentially,” he said. “We have recognised a critical need to deliver strategic and actionable information to our clients and to the marketplace on a largely real time basis.” To meet this need, the firms has implemented a social media plan that entails an internal social media group charged with monitoring social media for developments in the market sectors it serves and world-wide legal developments, and then communicating such developments through the firm’s social media network. “The increasing pace of evolution in the intellectual property field also necessitates that we constantly improve our internal systems and processes to even more efficiently address our clients’ needs,” continued Mr Rosenbaum. “This is accomplished through quarterly reviews and proprietary metrics developed to gauge our internal process efficiency and effectiveness.”

innovation to Fortune 50® multi-national corporations regularly participating in large multi-million dollar patent litigation and prosecution deals. We pride ourselves on providing our clients the experience and “pedigree” of the mega law firms without the overhead and “red-tape”. William Munck is the managing partner of Munck Wilson Mandala, LLP and chairman of the firm’s Intellectual Property Section. Mr Munck has nearly 25 years of experience counselling clients regarding development of market-focused offensive and defensive intellectual property portfolios. His technical expertise is in the hardware, software, firmware, gaming, wired/ wireless communication, energy and medical device/healthcare fields. Mr Munck’s practice emphasises long-range corporate strategies for the domestic and foreign procurement, management and enforcement of intellectual property rights; defence against third-party infringement claims, including prosecution of IPR, re-examination and other third-party proceedings; analysis, development and rendering of legal positions and opinions; and negotiation of technology transfers and related intellectual property issues associated with private and public

IP continues to be among the highest value assets for the firm’s clients. Mr Rosenbaum stated that most companies remain critically aware of the need to develop and safeguard their intellectual property, both domestically in the United States and abroad. “Levels of uncertainty have increased dramatically in view several recent US Supreme Court decisions and rule-making initiatives at the US Patent and Trademark Office that have both severely restricted patentable subject matter and clouded the standards for identifying patentable subject matter in certain technology areas,” he added. “This, in combination, with the advent and exponential growth of post-issuance review proceedings, has inexorably changed the psychology of intellectual property protection.” Mr Rosenbaum noted that amendments to the Patent Act are being bantered about in Congress that would fundamentally shift damages calculations in patent litigation and, in his view, undermine patent valuations. “While the enactment of these provisions would be protectionist toward major patent-holders, I believe it would act as a disincentive for and chill independent and small business innovation who are already called upon to assume greater risk in the patenting and pre-commercial development stages,” he concluded.

financings, mergers, acquisitions, and industry and patent troll licensing matters Mr Munck began his career with a full-service Texas-based law firm and a prominent New York IP litigation boutique. He also worked for several years as a lead software engineer and project manager with Axiom Systems, Inc. in New York, where Mr Munck managed a design team responsible for designing and developing an industrial laboratory control system. Since inception of the annual Texas Super Lawyer award by Texas Monthly Magazine in 2003, Mr Munck has been selected repeatedly by his peers. Since inception of the annual National Super Lawyer award by Corporate Counsel Magazine in 2008, Mr Munck has also been selected repeatedly by his peers. Likewise, Mr Munck is repeatedly recognised by Chambers and Partners Publishing as one of the Best Intellectual Property Attorneys in the United States, by D Magazine as one of the Best Lawyers in Dallas, by LawDragon.com as one of the 500 leading lawyers in America, by the Dallas Business Journal to The Defenders list as one of the top defence attorneys in Dallas, and has been named a “Fellow” in the Dallas Bar Foundation by his peers.

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DEALS Wells Fargo Finances Market Leading Tool and Equipment Hire Business Wells Fargo Capital Finance (UK) Limited, part of Wells Fargo & Company (NYSE: WFC), has announced it acted as sole agent on a £34 million refinance to assist in the continued growth of Brandon Hire Limited. Brandon Hire Limited, a Rutland Partners LLP portfolio company, based in Bristol, is a leading tool and equipment hire company in the UK. Founded in 1971, the company employs approximately 900 people across more than 150 branches throughout England, Scotland and Wales. The company is a national business serving the local market providing a comprehensive range of tools and equipment primarily for use within the repair and maintenance sector of the construction industry as well as the growing events industry. “We are pleased with the opportunity to work with such a great company and management team,” said Steven Chait, managing director and head of EMEA at Wells Fargo Capital Finance. “The asset-based credit facility put in place for this transaction demonstrates the increasing capabilities and financial solutions Wells Fargo Capital Finance can customise for its clients. We fully bought on board the customer service ethos Brandon Hire prides itself on; certainly we understand and relate to this.” Kajen Mohanadas at Rutland Partners said: “We are delighted with the strong progress that Brandon Hire has made since our original investment, which has seen the business enhance its position as one of the leading tool and equipment hire companies in the UK. The facility provided by Wells Fargo Capital Finance (UK) Limited gives Brandon Hire greater availability of finance, enabling them to open more new branches and to be able to exploit further growth opportunities. We look forward to continuing our relationship with the team at Brandon Hire and its new financing relationship with Wells Fargo.” Tim Smith, CEO of Brandon Hire said: “This transaction is another part of achieving our goals for growth of the business and to meet the demands of a growing industry. The team at Wells Fargo understand our organisation’s objectives and has provided a great financial package to meet the needs of our business in the future.” Rutland Partners focuses on businesses headquartered in the UK worth £20-150 million and needing £10-50 million of equity. They focus on specific business opportunities rather than any particular sector, although as a rule they normally avoid investments where success is likely to depend on external events rather than controllable actions. Their investment approach, developed over many years by an experienced team of professionals, has earned them a unique reputation in the UK mid-market. They are recognised for their honest, direct and commercial approach. Wells Fargo Capital Finance provides comprehensive asset-based lending to a wide spectrum of companies across the UK with credit needs ranging from £10 million upwards.

Deals MATRIXX Software Selected by SMART Communications, Gains Funding From PLDT SMART Communications, a subsidiary of the Philippine Long Distance Telephone Company (PLDT), the country’s largest mobile network with 70m customers, has selected MATRIXX Software’s real-time Digital Commerce platform for its mobile business: • Data usage has grown exponentially in the Philippines, and over the last year PLDT has seen mobile data traffic more than double • In order to monetise the growth in data, SMART has selected MATRIXX’s real-time Digital Commerce platform for creating and monetising content and services • The MATRIXX platform can deliver an array of lifestyle services and content that can be individually purchased and customised • SMART’s customers will have the freedom to manage their mobile account usage and spend, tailor services and choose ‘sachetsize’ packages based on their preferences and budgets • PLDT is setting an example to the rest of APAC, as well as Europe, demonstrating how the customer interaction experience must improve to enable the monetisation of data services • PLDT has also invested in MATRIXX through its investment arm, PLDT Capital • PLDT is listed on the Philippine Stock Exchange (PSE:TEL) and its American Depositary Shares are listed on the New York Stock Exchange (NYSE:PHI) SMART Communications, the country’s largest mobile network, is deploying the MATRIXX platform to deliver an array of lifestyle services and content that can be individually purchased and customised. SMART’s customers will have the freedom to manage their mobile account usage and spend, tailor services and choose ‘sachet-size’ packages based on their preferences and budgets. MATRIXX provides a real-time Digital Commerce platform for creating and monetising content and services. SMART Communications chose MATRIXX because they needed a real-time, customer-centric platform that could jump-start entry into the digital market without a lengthy IT project. MATRIXX installed and integrated the solution within weeks, allowing rapid time-tomarket for future service propositions that will capture wallet-share and customer loyalty in a dynamic, fast-paced market. Winston Damarillo, PLDT Chief Strategy Advisor and PLDT Capital Co-Managing Director, said: “Evolution of the telco into a Digital Service Provider requires viewing the customer through a different lens, in order to identify new ways of serving them. We’re transforming the customer experience, and we chose MATRIXX Software because its technology and performance is unmatched, and they are able to help drive the PLDT Group’s digital vision more rapidly than anyone else.” Dave Labuda, Founder, CEO and CTO, MATRIXX Software, noted: “The PLDT Group continues our model of prestigious companies that are investors as well as customers. They are genuinely changing the game in Asia when it comes to digital service innovation, and we’re excited to help deliver outstanding experiences to customers of its wireless service provider, SMART Communications.” The PLDT group has nearly 70 million wireless subscribers and SMART recently won Best Mobile Operator of the year at the World Communications Awards for the second year running. MATRIXX Software is Powering the FutureTM for market-leading Digital Service Providers (DSPs) worldwide.

MATRIXX Software has developed a unique real-time Digital Commerce platform, an alternative to traditional business support systems (BSS), which enables telecom service providers to profit and innovate as they transition to Digital. PLDT is the leading telecommunications service provider in the Philippines. Through its principal business groups – fixed line, wireless and others – PLDT offers a wide range of telecommunications services across the Philippines’ most extensive fibre optic backbone and fixed line and cellular networks. PLDT is listed on the Philippine Stock Exchange (PSE:TEL) and its American Depositary Shares are listed on the New York Stock Exchange (NYSE:PHI). PLDT has one of the largest market capitalisations among Philippine-listed companies. Meanwhile, Smart Communications, Inc. (Smart) is the Philippines’ leading wireless services provider with 67 million subscribers to date. Smart has built a reputation for innovation, having introduced world-first wireless offerings such as Smart Money, Smart Load and Smart Padala. Smart offers 3G, HSPA+, and LTE services, while its satellite service Smart Link provides communications to the global maritime industry. Smart Broadband, Inc., a wholly-owned subsidiary, offers a wireless broadband service, Smart Broadband, with 2.9 million subscribers. Smart is a wholly owned subsidiary of the Philippines’ leading telecommunications carrier, the Philippine Long Distance Telephone Company.

Apex Technology and PAG Lead Acquisition of Lexmark A consortium led by Apex Technology Co. Ltd. and PAG Asia Capital and including Legend Capital Management Co. Ltd. has announced a definitive merger agreement with global printing and imaging solutions provider Lexmark International. The Consortium has agreed to acquire Lexmark for US$40.5 per share in an all-cash transaction with an enterprise value (including unfunded pension liabilities and disclosed restructuring costs) of approximately US$4 billion. Lexmark is a world-renowned leader in printing, imaging and data solutions. The agreement will enable Lexmark to continue to focus on strategic initiatives it has embarked upon while substantially expanding its access to vast market opportunities in Asia. “We are very excited for this strategic union between Lexmark and Apex. We believe it is most compelling as the two businesses are highly complementary to each other. Lexmark’s passion for excellence and unwavering commitments to customers, employees and communities represent a tremendous cultural fit for us,” said Jackson Wang, Apex Chairman. “Apex has traditionally been successful in emerging markets and in costeffective production. We are excited to work alongside Lexmark as they continue to invest in advanced technologies and solutions to best serve their customers and business partners, while simultaneously pursuing untapped opportunities in emerging markets particularly in Asia for future growth.” “We are happy to partner with Apex for this strategic acquisition,” said Weijian Shan, Group Chairman and CEO of PAG. “With Apex’s knowledge in printers and PAG’s experience in buyouts, our consortium is a perfect combination and is uniquely positioned to work with Lexmark. We look forward to turning Lexmark into a market leader not only in the US but also in Asia.” June 2016 Corporate INTL

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Deals “Legend is fully confident in this landmark transaction,” said Xiangyu Ouyang, managing director of Legend. “As an investor specialising in the IT industry, Legend has worked closely with Chairman Wang’s team over the past decade. We have participated in and witnessed the thriving of Apex and we will continue to make constructive contributions to its development in the future.” The transaction, which has been unanimously approved by Lexmark’s Board of Directors, is expected to close in the second half of 2016, subject to shareholder and regulatory approval. The team of advisers included Moelis & Company, Skadden, Arps, Slate, Meagher & Flom LLP and Deloitte Touche Tohmatsu Limited, and in China, Citi Orient, King & Wood Mallesons and BDO China Shu Lun Pan CPAs. Apex Technology Co., Ltd. (SZSE: 002180) is the world’s foremost supplier of aftermarket printer consumables. It designs, manufactures, and markets inkjet and laser cartridge components for remanufacturers and distributors and is the largest manufacturer and solution provider for the global aftermarket imaging supplies channel. The company was founded in 2004 and is headquartered in Zhuhai, Guangdong, China. PAG Asia Capital is the private equity buyout arm of PAG, one of Asia’s largest private equity firms with funds under management across private equity, real estate and absolute return strategies. Legend Capital was founded in 2001 and has more than $3 billion in assets under management. It is the venture arm of Legend Holdings, one of the largest diversified holding corporations in China. The company specialises in early-stage and expansion-stage capital investments in Chinese and China-related innovation and growth enterprises. Lexmark (NYSE: LXK) is a recognised leader in imaging and printing solutions, as well as enterprise software, hardware and services. It operates in more than 170 countries and competes in key growth markets that include managed print services, intelligent capture, enterprise content management, healthcare content management, financial process automation and enterprise search.

Convergint Technologies Expands European Business by Acquiring Enion AG Integrated Security Solutions Convergint Technologies, a worldwide leader in service-based systems integration, has announced the acquisition of Enion AG Integrated Security Solutions. Enion offers reliable, innovative, and cost-effective security solutions tailored to the complex needs of its clients. With a location in mainland Europe, the acquisition of Enion expands Convergint’s global platform through a strategic position near Basel, Switzerland. Convergint will leverage Enion’s location and expertise to better service sophisticated global customers that are facing challenging integration needs on an enterprise level. Convergint Technologies continues its successful history of rapid global growth. “We are servicing more global customers today than ever before, and we are continuing to build out our worldwide service capabilities,” said Dan Moceri, executive chairman and co-founder of Convergint Technologies. “With rich experience in solving complex integration 76

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issues, Enion will play an important role in enabling us to be the best service provider possible for our global customers.” Convergint and Enion also share a culture dedicated to customer service. The joint organisation provides a diverse range of service-based solutions supported by a highly experienced workforce throughout the world. “With Convergint, Enion gains a reliable and financially strong partner to provide broader solutions for our customers on a local and global basis,” said Andre Dill, CEO of Enion. “We share Convergint’s strong social values and look forward to building the leading service provider in the region.” Convergint Technologies is an industry-leading organisation that designs, installs and services integrated building systems including electronic security, fire alarm, and life safety systems. To learn more about Convergint, visit www.convergint.com.

Roche Diabetes Care and mySugr Enter into a Co-promotion Agreement to Advance the Potential Benefits of Digital Health for People with Diabetes - The global and local co-promotion will enable both companies to broaden access to innovative digital solutions and contribute to an easier and more seamless integration of diabetes management in daily routines - Registered users of the mySugr app now have the ability to automatically upload blood glucose data from the Accu-Chek Connect meter. Additionally, users of the Accu-Chek Connect meter are granted free access to the pro-version of the mySugr Logbook app - The agreement will come into effect initially in Germany and Austria, with the US to follow shortly Roche Diabetes Care has announced the co-operation with mySugr, a diabetes service company providing apps to help people with diabetes to reduce the burden of managing their chronic condition. The agreement with mySugr will support both companies in broadening access to innovative digital solutions and contribute to an easier and more seamless integration of diabetes management in daily routines. The co-promotion agreement will initially start in Germany and Austria; with the US and other markets to follow. Roche and mySugr will jointly market the product through their respective marketing and communication channels. Digital health can motivate people to better manage their diabetes The integration of Roche’s Accu-Chek Connect meter with the mySugr app allows users to benefit from the collaboration in various ways, such as the ability to automatically upload blood glucose data into the app. Elements of fun, gamification and immediate feedback like the ‘diabetes monster’ in the mySugr Logbook app playfully integrate diabetes management into daily routines. These unique features have helped mySugr establish the largest user base of any diabetes management app worldwide. “This co-operation will bring true innovation to our customers,” says Marcel Gmuender, Global Head of Roche Diabetes Care. “Digital diabetes care solutions have proven to help manage diabetes-related data more comprehensively. This makes data more meaningful and can ultimately lead to better therapy outcomes.” Founded in 2012 by people with diabetes for people with diabetes, mySugr creates mobile health solutions to minimise the daily struggles

and challenges in diabetes management. True to their motto, “we make diabetes suck less,” mySugr becomes a loyal companion by providing comprehensive care through app-based services during the often lonely and confusing times between doctor visits. Their products are characterised by the intelligent combination of design, technology, and diabetes expertise to help people better manage their blood sugar and live happier, healthier lives. Particularly well-known is mySugr Logbook, which has more than 600,000 registered users worldwide and focuses on automated tracking through connected devices, insulin dose calculations (approved for use in Europe), estimated HbA1c statistics, and clear reporting for effective therapy management with clinicians. For more information, please visit mysugr.com. About Roche Roche is a global pioneer in pharmaceuticals and diagnostics focused on advancing science to improve people’s lives. Roche is the world’s largest biotech company, with truly differentiated medicines in oncology, immunology, infectious diseases, ophthalmology and diseases of the central nervous system. Roche is also the world leader in in vitro diagnostics and tissuebased cancer diagnostics, and a frontrunner in diabetes management.

Africa24 Media Offers Exciting New Partnership AFRICA24 MEDIA, the continent’s Pan African, international quality, multi-platform content producer, is embarking on a new series of partnerships to continue to improve Africa’s image at home and abroad. The company is seeking out organisations that are helping its continent to develop, conserve, educate, modernise, innovate, communicate and achieve. The partnership offers content, distribution, training and consulting with continual engagement, feedback and progress reports on meeting goals. AFRICA24 MEDIA boasts previous partnerships with the Coca-Cola Foundation, the Rockefeller Foundation, Victoria Bank, USAID, UNECA, the African Union, the Greenbelt Movement, the Mo Ibrahim Foundation, the Bloomberg Media Initiative and the French Embassy Nairobi. The company is also the producer of AFRICA JOURNAL, the continent’s longest running news magazine programme, at two decades, as well as other popular programmes such as THE SCOOP, ON THE ROAD, AFRICA MEANS BUSINESS and UPBEAT. For more information, watch AFRICA24 MEDIA’s partnership video and read the full story of what the AFRICA24 MEDIA African Development Partnership 2016 is all about! LINK: www.vimeo.com/157440735


Deals

Bioclinica and ArisGlobal Partner to Transform Pharmacovigilance Model Bioclinica®, Inc., a specialty clinical trials technology and services provider, has announced the selection of ArisGlobal’s Safety Cloud as the preferred safety platform for its pharmacovigilance services. Under this partnership, Bioclinica becomes the preferred partner for ArisGlobal in business process consulting and change management as sponsors implement or upgrade ARISg. Together the partnership brings a flexible delivery model that fits any organisation regardless of size or case volume. A top 20 pharmaceutical company has already selected Bioclinica to standardise its safety case processing service on the ArisGlobal platform, while two other companies are making the switch from competing platforms. “Early adoption speaks to the strength and value of our joint solution in addressing industry’s long-wanted desire for such a safety offering,” said Bioclinica President of eHealth Solutions, Mukhtar Ahmed. ArisGlobal Vice President of Safety George Philips said, “Through our partnership with Bioclinica, we are able to provide the pharmaceutical industry with an unprecedented level of streamlined and cost efficient end-to-end pharmacovigilance services.” The cloud-based solution replaces traditional on premise safety systems unpopular with many organisations due to burdensome management, maintenance, and fiscal challenges. “By utilising these services, resources within an organisation can now be shifted to address other pressing needs.” ArisGlobal, and Bioclinica’s Safety and Regulatory Solutions division (formerly known as Synowledge), formulated this comprehensive partner strategy to deliver cost-effective and regulatory compliant services. Bioclinica’s Global Consulting group provides organisations with business and change management expertise when implementing or upgrading to new versions of ARISg, including ROI optimisation, SOP creation, system validation and development of agile database conventions. “The formation of this partnership addresses the full continuum of pharmacovigilance as a service,” Mr Ahmed remarked. “Together Bioclinica and ArisGlobal provide the most comprehensive solution, whether an organisation wants to handle safety internally or outsource it to our team of safety experts.” Looking towards the next wave of innovation, the partners are already working closely to develop ArisGlobal’s next generation of products, which combine medical knowledge with innovative technologies derived from such areas as artificial intelligence, machine learning and natural language processing. Bioclinica’s president of Safety & Regulatory Solutions Sankesh Abbhi said: “We are creating solutions that remove the struggle involved in assembling the required safety reports, which can be especially difficult in studies where therapies carry intense safety monitoring requirements.” Mr Phillips added: “ArisGlobal currently has an extraordinarily high customer satisfaction rating, and our investment in innovation and automation demonstrates, in return, our commitment to our customers.” Bioclinica has joined ArisGlobal’s Industry Standard Platform (ISP) forum, providing expert advisory in safety and regulatory to organisations from around the globe. ArisGlobal’s innovative cloud-based solutions facilitate global drug development

and regulatory compliance within the Life Sciences and Healthcare industries. Its cloud platform supports the entire product life cycle including Clinical Development, Regulatory Affairs, Pharmacovigilance and Medical Communications. Hundreds of drug and device manufacturers, CROs and regulatory agencies leverage ArisGlobal’s advanced technology solutions to make better and more informed decisions, facilitate compliance, reduce risk and improve operational efficiency. Headquartered in the United States, ArisGlobal has regional offices in Europe, India and Japan. Bioclinica is a specialty services provider that utilises expertise and technology to create clarity in the clinical trial process. Bioclinica is organised by three business segments to deliver focused service supporting multifaceted technologies. The Medical Imaging and Biomarkers segment provides medical imaging and cardiac safety services and includes a molecular marker laboratory. The eHealth Solutions segment comprises the eClinical Solutions platform; Clinverse Financial Lifecycle Solutions; Safety and Regulatory Solutions; Strategic Consulting Services; App xChange Alliances; and eHealth Cloud Services. Under the Global Clinical Research segment, Bioclinica offers a network of research sites, patient recruitment-retention services, and a post-approval research division. The Company serves more than 400 pharmaceutical, biotechnology and device organisations – including all of the top 20 – through a network of offices in the US, Europe and Asia.

Trimble Establishes Global Vantage Distribution Network to Serve Precision Agriculture Industry Trimble (NASDAQ: TRMB) has announced today it is extending its distribution channel by establishing a new global network of independent distribution partners to serve the needs of the rapidly evolving precision agriculture industry. The new Vantage™ distribution network will provide growers, advisers, retailers, co-ops and local OEM dealers with precision agriculture expertise for the entire farm. Vantage partners will provide the complete Trimble precision agriculture portfolio and advise growers and their advisers on the right combination of technology-based solutions for their operation to improve farm efficiency and productivity. As the complexity of integrating multiple systems together across a farming operation increases, so does the need for seamless service and support from technicians that have an extensive skillset in all areas of precision agriculture. Being a Vantage distributor will include a requirement to provide a premier level of technical expertise, customer service and support capabilities regardless of location. As a result, whether it is individual farmers or large farms with global operations, all Vantage customers will be able to expect a consistent level of technical expertise and service when working with Trimble Vantage partners throughout the world. Vantage partners will be required to complete an extensive level of training to ensure they operate at a premier level and become a regional centre of excellence. Vantage technicians will be professionally trained to install, set up and support the entire Trimble precision agriculture portfolio from planning through reporting. The Trimble agriculture portfolio has evolved from guidance and flow & application control systems to now include advanced solutions for irrigation, agri-services, plant health monitoring, soil analysis, aerial imaging, variable rate application, and total

farm and data management with the Connected Farm™ solution. Vantage partners will be committed to provide reliable, responsive and dedicated in-field service and support, as well as to create a hassle-free experience for the grower and their adviser when implementing advanced technology solutions. They will also provide training so growers and advisers have a better understanding of how to use the technology in a way that best meets their farming needs. In addition, Vantage partners will operate with a strategy that fosters technology interoperability in mixed fleets used on a farm, whether it is machinery, seed, or chemical. This allows growers and their advisers to work with the best possible solutions for their particular needs regardless of brand. The Vantage distribution network is expected to consist of approximately 120 dealers worldwide and is planned to be completed over the next 36 months. The current Trimble Agriculture dealer network will continue to offer Trimble hardware to its farm customers. “We are excited to launch the Vantage distribution network to better support the increasingly sophisticated technology needs in the agriculture industry worldwide,” said Darryl Matthews, senior vice president and sector head of Trimble. “We expect Vantage regional partners to become the local ‘professional services’ experts who assist growers and their advisers with making precision technology work seamlessly across increasingly complex farming operations. The end result for the grower is maximised productivity and efficiency.” The first four Vantage distribution partners include: • Vantage Southeast: Vantage Southeast was established from Trimble’s authorised reseller in the southeast US—Ag Technologies. Based two hours south of Atlanta in Cordele, GA, Vantage Southeast focuses on Trimble total farm solutions for growers and crop advisers throughout Georgia, Florida, Alabama and South Carolina. • Vantage France Nord: Vantage France Nord was established from Trimble’s authorised reseller in France—Latitude GPS. Based two hours west of Paris, France, Vantage France Nord will provide Trimble total farm solutions throughout most of the northern regions of France. • Vantage South: Vantage South was established from Trimble’s authorised reseller in the southern US—Ag Management Solutions. Based in Enterprise, AL, Vantage South focuses on Trimble total farm solutions for growers and crop advisers throughout Alabama, Florida, Mississippi and Tennessee. • Vantage Balkans: Vantage Balkans was established from Trimble’s authorised reseller in Romania. Vantage Balkans’ central office is located in Bucharest, Romania, and will offer Trimble total farm solutions to growers throughout the surrounding Balkan region. For additional information about Vantage, visit: www.vantage-ag.com About Trimble’s Agriculture Division Trimble Agriculture solutions enable customers to maximise efficiency and reduce chemical and fertiliser inputs while also protecting natural resources and the environment. Trimble’s precision agriculture solutions cover all seasons, crops, terrains, and farm sizes, and its brand-agnostic strategy allows farmers to use Trimble products on most vehicles in their fleet, regardless of manufacturer. To enable better decision making, Trimble offers the Connected Farm solution, which allows farmers to collect, share, and manage information across their farm in real time. June 2016 Corporate INTL

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Deals Dotmatics and eMolecules Announce Partnership to Deliver Next Generation Intelligent Chemical Sourcing Dotmatics, a leading provider of scientific informatics solutions and services to the life sciences industry, and eMolecules have announced they have formed a key partnership to offer eMolecules’ comprehensive collection of chemicals within the powerful, fast and flexible Dotmatics Platform. The result of the partnership will be a new Dotmatics eMolecules component that will enable users to select chemical compounds for sourcing, enhancing drug discovery, or chemistry research. Users of Vortex, Browser and Studies Notebook will now be able to benefit from the full eMolecules collection of chemical compounds enhanced with additional chemistry property data provided by the Dotmatics chemistry platform. In the last 10 years, eMolecules has become the most widely adopted chemical sourcing database used by the pharmaceutical, biotechnology and chemical industries. The wide coverage of building blocks and screening compounds collated from hundreds of vendors has led to it becoming a trusted source of chemistry information in the industry. The eMolecules database contains more than 7 million unique chemicals and more than 20 million products including different packaging and suppliers. Dotmatics powerful chemically intelligent search engine enables users to query, search and retrieve results across the entire eMolecules database in seconds. Users will be able to rapidly search and identify compounds, available quantities, indicative pricing, and suppliers. In Browser they will be able to easily compare compounds and products from different vendors and make informed decisions about which compounds to purchase. eMolecules’ data has been enriched with additional properties including matched molecular pairs, protecting group information and predicted properties provided by the Dotmatics platform. These benefits, available exclusively in the new component, will enable scientists to make the most appropriate decisions when selecting compounds for a synthesis or screening. In addition, using the results from the compound lists generated by the DotmaticseMolecules component, organisations can simplify their sourcing and procurement process by using eMolecules’ fulfilment services directly. “This partnership brings together a sophisticated database and our powerful search technology,” said Mike Hartshorn, PhD, Chief Science Officer of Dotmatics. “The chemical industry provides most of the raw material and products we use today from reagents to screening compounds; together with eMolecules, we will help customers easily manage the huge amount of data available for compound procurement.” “Dotmatics is an ideal partner due to their extensive capabilities in knowledge management, data storage enterprise query and reporting, data analysis, and visualisation,” said Niko Gubernator, PhD, CEO of eMolecules. “Together our companies are uniquely poised to empower researchers to accelerate chemical discovery.” eMolecules is driven to remove the fear, hurt and heartbreak of health problems worldwide, by enabling scientists to accelerate their research to find the cures. To achieve this eMolecules provides business intelligence data and integrated ecommerce software for screening compound, chemical building blocks and primary antibody supply chains. These tools combined 78

June 2016 Corporate INTL

with their acquisition, aggregation and analytical services greatly empower drug discovery researchers working in the pharmaceutical, biotechnology, academia, CRO and agrochemical industries. A privately owned company, eMolecules was founded in 2005 at its San Diego headquarters and has offices in Boston and London employing over 40 people across the three sites. Dotmatics is a leading global scientific informatics software and services provider, delivering solutions tailored to the modern, highly collaborative and mobile scientific environments. The company provides solutions to several vertical markets, including the pharmaceutical, biotechnology, academia, food and beverage, oil and gas and agrochemical industries. Dotmatics’ enterprise solutions are flexible, scalable and configurable, providing effective scientific information management across entire organisations, from discovery research to development and early manufacturing. Dotmatics has significant expertise in scientific informatics, including database management for chemistry and biologics, electronic laboratory notebooks, chemical and biological registration, screening data management, SAR analysis, reporting, and visualisation. Dotmatics solutions are available for local or cloud deployment and they are supported on Microsoft Windows, Mac OS X and Linux. A privately owned company, Dotmatics was founded in 2005 and their headquarters is based south of Cambridge in the UK.

Sequa Petroleum N.V. Gina Krog Transaction Update Sequa Petroleum N.V. has announced it has decided not to progress with the acquisition of a 15% interest inGina Krog, as announced on 19 October 2015 and subsequently approved by the Norwegian government on the basis of an effective date of 1 January 2015, and the acquisition of a 0.554% interest in the Ivar Aasen field from OMV, as announced on 9 November 2015, due to current market conditions. Further to the Notice to Bondholders on 11 April 2016 regarding the company’s US $300,000,000 5% convertible bonds due 2020, the company has decided not to implement the consent received, which leaves the bond terms unchanged and trading in the bonds has been unblocked. The company continues to pursue its strategy to create value in a cyclical market environment by means of acquisition, optimisation and monetisation of assets with proven resources, current and near term production, and value upsides, applying its technical and financial expertise to establish a balanced asset portfolio in select areas with low marginal cost, growth potential and synergies. Sequa Petroleum N.V. is an oil and gas company registered in the Netherlands, with its principal office in London and listed on Euronext Marché Libre. In 2014, the company established an operating presence in Kazakhstan, acquiring 75% of the Aksai licence, which has subsequently been drilled and is currently being evaluated. In 2015, the company established a presence in Norway, acquiring Tellus Petroleum Invest AS as a 100% subsidiary.

Eclipse’s Proclaim Practice Management Software Solution Rolled out in Six-figure Deal at Walker Foster Solicitors Eclipse Legal Systems, the Law Society’s sole endorsed legal software provider, has declared the implementation of its Proclaim Practice Management Software solution at Walker Foster Solicitors. The practice operates from offices across West Yorkshire, North Yorkshire and Lancashire, and prides itself on its reputation as a leading, local firm of expert solicitors. With an objective to provide clients with high quality and value-formoney legal services, fee earners strive to achieve pragmatic solutions to all client requirements. In a six-figure deal, the Proclaim Practice Management Software solution is being rolled out to 50 staff across the Conveyancing and Probate departments. Proclaim will provide fee earners with a centralised and consistent approach to case management – from instruction through to completion – while the accounting toolset will provide a detailed analysis of the firm’s operations. Furthermore, Eclipse’s Credit Control Centre will provide the practice with a central dashboard display of key financial and payment information, with the ability to drill directly into bills, clients and matters. In addition, Walker Foster has opted for Eclipse’s legal Compliance toolset. Fully integrated within Proclaim, users will have access to a number of tools – including a Risk Register, a configurable reporting system and a Compliance Library – to assist with the extensive obligations required by the SRA. Keith Hardington, managing partner at Walker Foster Solicitors, commented: “As an established and respected practice, we chose Eclipse’s Proclaim system to meet our demands for a reliable and robust legal software solution that would scale with us as we grow. The integrated tools Eclipse offers to manage elements such as compliance further cemented our decision, and the overall solution will ensure we manage all elements of matter management efficiently and effectively on a day-to-day basis.” Eclipse Legal Systems, part of Capita Plc, is the UK’s leading provider of legal software solutions, employing more than 160 staff at its Yorkshire HQ with a turnover of £10 million. The firm’s Proclaim software system is in use by 23,000 professionals within a vast range of market sectors, territories and work areas. Proclaim is Endorsed by the Law Society (the only solution of its type to hold this accreditation) and integrates all case management, accounting, document management, reporting, time recording, task and diary functions into one desktop solution. TouchPoint is Eclipse’s unique self-service system, providing an always-on, platform agnostic portal for law firm clients and business partners. Proclaim clients include: • Eversheds • DC Law • Co-operative Legal Services • Walker Foster Solicitors • Carillion plc • QualitySolicitors (Howlett Clarke, Lockings, Oliver & Co, and others) Eclipse’s market territories include: • UK and Ireland • Latvia • Australia • Nigeria • Zambia • British Virgin Islands


A D V O C AT E S & L E G A L C O N S U LTA N T S

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Corporate INTL June 2016