A Practical Global Handbook to the Law and Regulation, Second Edition
This second edition, outlining key trends in the global hedge fund industry and published in conjunction with the International Bar Association (IBA), has been updated reflecting the complexity of the markets following the implementation of transparency and application of new technologies.
In its first edition, this practical handbook outlined for the first time key trends in the global hedge fund industry. This second edition, published in conjunction with the International Bar Association (IBA), updates its content reflecting the complexity of the markets following the implementation of transparency and application of new technologies. It reviews latest structuring and governance models, as well as operational, litigation, enforcement and key regulatory initiatives in the European Union and United States. The book also features an in-depth analysis of the law and regulation of hedge funds in a number of leading jurisdictions. Each country chapter follows a detailed template for ease of reference for the reader.
Written by expert hedge fund lawyers and industry service providers - from Borden Ladner Gervais, Sullivan & Cromwell and White & Case, among other leading firms - this title provides up-to-date analysis and helpful, practical tools for participants in the hedge fund industry.
Table of Contents
|Table of Contents||3|
|Formation and structuring of hedge funds||7|
|Developments in the regulatory environment for US hedge fund managers||25|
|Litigation in the hedge fund world||61|
|SEC enforcement priorities as a guide for investment adviser policies and procedures||81|
|Hedge fund activism||91|
|The role of prime brokers – legal analysis from an EU perspective||109|
|About the authors||415|
|About Globe Law and Business||429|
For anyone involved professionally with investing in— or advising on — hedge funds, this book is essential reading.
Elizabeth Robson Taylor and Philip Taylor MBE
“Healthy discontent is the prelude to progress.” – Mahatma Gandhi
There can be little doubt that healthy discontent was one of the many emotions being experienced by hedge fund practitioners and professionals in the year 2012, when Globe Law and Business published the first edition of Hedge Funds. At the time the financial system and the broader economy were both licking their wounds and slowly emerging from the financial crisis that had engulfed the global economy at the end of the previous decade, and the Dodd-Frank Act was still new on the scene, with many of its implementing rules and regulations yet to be promulgated (of course, that is true to an extent even in 2019). It is in 2019 that Globe Law and Business has published the second edition of its eminently useful guide.
As Hedge Funds reminds the reader, the global hedge fund industry’s assets under management increased over 61% between the publication of its first and second editions. During that period not only have domestic regulatory authorities issued many of the rules and regulations contemplated by Dodd-Frank, their foreign counterparts have also issued and revised numerous rules and regulations affecting the hedge fund industry. It is against this backdrop of growth and maturation both of the hedge fund industry and of the regulatory framework governing it that the second edition of Hedge Funds was published earlier this year.
The book acknowledges and addresses these changes admirably, serving as a helpful overview for those new to the regulation of hedge funds while also providing much of value to seasoned practitioners. Not only does the book cover fundamental concepts such as hedge fund formation, common fund features and the risks to which hedge funds are subject, it delves into timely areas such as cryptocurrency regulation and the effects of Brexit. The book examines all of these topics alongside a detailed narrative describing the regulatory framework governing hedge funds and that framework’s ongoing evolution. While much of the text is focused on hedge fund regulation in the United States, the book also includes helpful chapters discussing the regulatory environments of numerous other countries, including the Cayman Islands and the United Kingdom, among others.
Unlike some of Globe’s other treatises, for example, the excellent Credit Derivatives: Documenting and Understanding Credit Derivative Products, each chapter of Hedge Funds is penned by a different author or authors. While this creates some differences in styles of writing and presentation, the differences are not problematic and the authors are without exception highly qualified and well-versed in the respective subject matters on which they write.
Whether or not the issuance of more rules and regulations is considered “progress” will depend upon the perspective of the reader, but there exists a reasonable argument that more targeted, appropriate regulation of the hedge fund industry will benefit hedge funds and investors alike. Likewise, inasmuch as growth is considered progress it is clear that the hedge fund industry itself is progressing. And while progress may not be inevitable, change is, and the practitioner looking to keep up with the regulation of hedge funds and changes in that respect would do well to have a copy of Hedge Funds available on his or her bookshelf.
Kurt Leeper, Partner
The new second edition of this volume provides a fresh and dynamic perspective over the law and practice of hedge funds.
Pedro Augusto A Asseis
Senior associate, Pinheiro Neto Advogados
Pedro Augusto A Asseis is a senior associate at Pinheiro Neto Advogados. He has been with the firm since 2007. He specialises in tax consulting, taxation of domestic and crossborder M&A transactions, private equity structures, corporate reorganisations, international tax treaties, real estate planning, wealth management structured products and administrative/judicial litigation on these matters. He holds bachelor’s and master’s degrees in law from the University of São Paulo, where he is currently pursuing his PhD, and specialisation degrees in tax law and international tax law from the Brazilian Institute of Tax Law (IBDT). He has authored a book on international corporate reorganisations (Reorganizações Societárias Internacionais, Quartier Latin, 2018).
Partner, Maples Group
Jeremy Bomford is a partner in the Maples Group’s funds and investment management team. He specialises in the establishment, launch, ongoing maintenance and restructuring of all types of investment funds, particularly hedge funds and private equity funds, and acts for a diverse portfolio of clients in the asset management industry, ranging from start-ups to major financial institutions. He also regularly advises clients on a broad range of corporate and commercial transactions. Mr Bomford has been recommended by Legal 500 and Chambers and Partners.
Partner, Macfarlanes LLP
Samuel Brooks is a partner in Macfarlanes LLP’s investment management team. He primarily represents sponsors of both open-ended and closed-ended alternative investment funds, with a particular focus on hedge funds and credit funds across the liquidity spectrum, advising on diverse fund issues such as structuring and terms, marketing regulations and documents, investor negotiations and service agreements. He also advises on uppertier matters such as management entities and compensation arrangements.
Mr Brooks holds a BA in law from the University of Oxford and an MSc in finance from London Business School.
Partner, Szecskay Attorneys at Law
Judit Budai is a senior partner and co-manager of Szecskay Attorneys at Law. With the firm since its foundation, she has gained broad corporate, M&A, competition, corporate finance, capital markets transactional and regulatory experience across a wide range of industry and service areas.
Ms Budai has assumed team member or team leader advisory roles in a number of privatisation and strategic M&A (both seller and buyer side) deals and initial public offerings. She recently has become more active in M&A and corporate restructuring and finance transactions for both strategic and financial investors (venture capital/private equity investors and financial institutions), and in providing complex corporate structuring advice to innovative start-ups. Ms Budai also advises business owners and top executives on expanding their businesses and restructuring their operations to make them more sustainable. She is fluent in English.
Nathan Cahill is a partner at MinterEllison. He is based in Sydney and acts for major Australian and offshore fund managers and financial institutions, large family offices and investors in relation to Australian, Asian, Cayman and US fund structures and investments.
Mr Cahill is a specialist investment lawyer, and his background in stockbroking and private equity/venture capital gives him strong investment expertise. His principal areas of practice are hedge funds, private equity, venture capital and property funds; listed and wholesale managed funds; structuring financial products; fundraising (including initial public offerings); offshore funds and investment; alternative investment; and financial services.
Mr Cahill has a BSc in genetics and an LLB, both awarded by Macquarie University in Australia.
Jorge Canta is a partner of Cuatrecasas and is responsible for its investment funds practice. He specialises in fund formation work. He has broad experience advising on alternative funds, private equity, venture capital and real estate funds.
Mr Canta has 20 years’ experience in the asset management industry, 18 of which were spent as a lawyer in Cuatrecasas. He studied law at Deusto University in Bilbao and holds an LLM in tax from the Instituto de Empresa in Madrid. He was admitted to the Madrid Bar in 1998.
Florentino Carreño specialises in asset structuring between countries and generations, the application of double tax treaties and the international automatic exchange of information for tax purposes. He also focuses on designing financial structures and services to source funds and develop the financial activities of Spanish and foreign institutions in Spain, including structuring private equity, hedge funds and insurance.
Upon the opening of the Cuatrecasas London office, he transferred to London in 2006, where he remained until 2009.
Founding and managing partner, Charltons
Julia Charlton is the founding and managing partner of Charltons, a focused corporate finance law firm based in Hong Kong, with representative offices in Beijing, Shanghai and Yangon.
Charltons has extensive experience of advising on fund establishment and operations in Hong Kong, China and offshore. Its fund clients range from global fund managers to start-up managers, and the firm advises on all stages of a fund’s lifecycle, from structuring and formation to marketing, portfolio investments and exits, redemptions, restructuring and termination.
Ms Charlton’s practice also includes all aspects of Hong Kong corporate finance law, including initial public offerings, debt finance, M&A activity, initial coin offers, licensing financial services intermediaries and regulatory compliance.
Awarded ‘Boutique Law Firm of the Year’ by Asian Legal Business each year from 2006 to 2017, Charltons provides cutting-edge legal solutions and practical advice.
Whitney A Chatterjee
Partner, Sullivan & Cromwell LLP
Whitney Chatterjee is a member of the financial services groups and head of the investment management sub-practice. She counsels investment managers to public and private funds, independent directors and trustees, fund sponsors, private investment funds and financial services companies on a wide variety of matters, including transactional, fund formation, regulatory, compliance and corporate governance. Ms Chatterjee has extensive experience advising on the Investment Company Act, the Investment Advisers Act, the Volcker Rule and other federal securities law, including in connection with M&A transactions and the offering and operation of registered and unregistered fund products. In collaboration with clients and investment management industry groups, she has been involved in significant legislative and regulatory developments affecting the asset management industry.
Charles J Clark
Partner, Schulte Roth & Zabel LLP
Charles J Clark is a partner in the litigation group at Schulte Roth & Zabel LLP. He is a nationally acclaimed securities lawyer. Initially recognised for his work leading the investigation of Enron Corporation while serving as a senior member of the Securities and Exchange Commission’s (SEC) Division of Enforcement, he continues to represent his clients on their most important matters, drawing on his unique combination of government, in-house and private practice experience.
Sari A El-Abboud
Associate, K&L Gates LLP
Sari El-Abboud is an associate in K&L Gates LLP’s Boston office, where he is a member of the investment management, hedge funds and alternative investments practice group. He focuses his practice on advising investment advisers, open and closed-end investment companies and unregistered funds on legal, regulatory and compliance matters. He also advises financial institutions on anti-money laundering and sanctions compliance issues. Mr El-Abboud received a JD from the Boston University School of Law and was admitted to the Bar in Massachusetts in 2017. He received a BA from Tufts University. He speaks Arabic, English, Italian and Spanish.
Associate, Szecskay Attorneys at Law
Matthew Francis is the firm’s general English law expert. Thanks to a varied legal background as both a barrister and solicitor – working on everything from local government law to commercial and residential property, construction litigation and arbitration, international finance, pure dispute resolution and commercial matters – he can draw on a broad base of experience to provide English legal expertise for a variety of Hungarian clients with business interests in the United Kingdom and other countries where English law governs business dealings.
Conversely, he can also provide UK clients with his distinct take on the Hungarian market and business world. He also uses his English language skills to review and draft legal documents and to generate much of the firm’s international marketing materials, including both legal articles and more traditional business development tools.
He is a native English speaker and also speaks Hungarian.
Partner, Borden Ladner Gervais LLP
Sarah Gardiner is a partner in the Toronto office of Borden Ladner Gervais LLP (BLG), practising in the firm’s investment management group.
Her practice is focused on investment funds, alternative asset management, securities regulation and registrant compliance. She regularly advises Canadian and foreign hedge fund and private equity fund managers on securities regulatory matters, and assists them with the preparation of offering documents. In the past, she has been seconded as in-house counsel to a leading wealth management company and to the compliance and registrant regulation branch of the Ontario Securities Commission. Ms Gardiner is currently co-chair of the Legal, Finance and Compliance Committee of AIMA Canada.
Ms Gardiner obtained her JD (law) from the University of Toronto in 2001, having previously received a BSc (chemical engineering) degree from Queen’s University and an MSc from the University of Oxford.
Noah N Gillespie
Associate, Schulte Roth & Zabel LLP
Noah N Gillespie is an associate in the litigation group at Schulte Roth & Zabel LLP. He focuses his practice on white collar criminal matters, SEC investigations and enforcement proceedings and complex commercial litigation on behalf of clients in the United States and various other countries.
Associate, White & Case LLP
Raif Hassan is an associate in White & Case’s London commercial litigation group. His practice focuses on corporate and finance disputes, typically cross-border. He has experience of international commercial disputes resolved by International Chamber of Commerce and London Court of International Arbitration arbitral proceedings, High Court litigation and alternative dispute resolution, including mediation and expert determination. As well as representing clients in dispute resolution proceedings, Mr Hassan regularly provides advice on a range of contractual, jurisdictional and conflict of laws issues, as well as on issues relating to the enforcement and recognition of judgments and awards.
Joseph A Hearn
Partner, Sullivan & Cromwell LLP
Joseph Hearn is a partner in the firm’s general practice group. He advises a broad range of investment-focused clients, including brokerdealers, investment advisers, investors, family offices, fintech start-ups and other companies and individuals.
For these clients, his practice covers financings, M&A, seeding arrangements, spinoffs and other corporate transactions; clients’ key internal matters, including compensation, governance, succession, executive transitions and partnership economics; the evaluation, negotiation and structuring of investments in a wide variety of asset classes, including selected fund formations; and the law and regulation of transacting in securities, whether as issuer, purchaser, broker, dealer, adviser or otherwise, including the considerations associated with building, disclosing and managing stakes in US public companies. Mr Hearn is a co-coordinator of the firm’s broker-dealer group and has served on the Steering Committee of the Managed Funds Association Outside Counsel Forum. He was named a ‘Next Generation Lawyer’ by Legal500 US.
Nicholas S Hodge
Partner, K&L Gates LLP
Nicholas Hodge is a partner in the investment management, hedge funds and alternative investments practice group of K&L Gates LLP. He concentrates his practice on hedge funds and other private investment vehicles. He advises hedge fund and fund of funds groups in regard to fund structure, advertising, private placement procedures, soft dollars, compliance policies and procedures, side letters and a host of other issues. His expertise extends to Opportunity Zone funds, real estate investment trusts and partnerships, timber funds, private equity funds, complex partnership reorganisations and mergers and acquisitions. His clients range from start-up funds to major fund complexes.
Mr Hodge received a JD from Yale Law School in 1981 and a BA from the University of Pennsylvania, summa cum laude, in 1976.
Partner, Nishimura & Asahi
Kei Ito is a partner at Nishimura & Asahi, specialising in asset management, investment funds, banking, derivatives, securities and other financial and international transactions. He is also responsible for the firm’s China practice.
Mr Ito has significant experience ranging from traditional asset management business, such as investment trusts (mutual funds) and investment advisers, to alternative investments, such as private equity funds, buyout funds, infrastructure funds and hedge funds.
Mr Ito has also advised Japanese and non- Japanese clients on all aspects of asset management. His asset management practice also covers the offer and sale of various offshore funds, notably sale and cross-listing and Japanese depositary receipt listing in Japan of exchange-traded funds listed on foreign stock exchanges.
Mr Ito received an LLB from the University of Tokyo 1990 and an LLM from New York University School of Law in 1997. He is currently a lecturer at Hitotsubashi Law School.
Deputy managing partner, Allen & Gledhill LLP
Jerry Koh is deputy managing partner of Allen & Gledhill and head of the firm’s real estate investment trust (REIT) practice. He has been practising as a corporate and capital markets lawyer since 1993, and has advised on numerous international and domestic transactions.
He is the leading authority on REITs and business trusts, and has been involved in the listing of almost all REITs and business trusts in the Singapore market. Mr Koh was lead counsel for the largest initial public offering in Southeast Asia to date. He has been involved in almost all the secondary offerings and convertible bond issues by Singapore REITs and business trusts. Mr Koh has also advised on a number of listings in Malaysia. Besides capital markets work, he regularly advises on M&A and private equity transactions, establishment of private funds as well as complex securitisation and structured finance transactions.
Mr Koh is co-chair of the Securities Law Committee of the International Bar Association (IBA).
Partner, Borden Ladner Gervais LLP
Ron Kosonic is a partner in the Toronto office of BLG, practising in the firm’s investment management group. His practice is focused on domestic and offshore hedge funds, private equity funds, investment management companies, securities regulation and regulatory compliance. He assists portfolio managers on registration matters, on the creation of domestic and offshore investment fund products and on ongoing legal compliance matters. He also assists Canadian and foreign issuers and investors with respect to the private placement of securities in Canada. Mr Kosonic is a current member and the former co-chair of the Legal, Finance and Compliance Committee of AIMA Canada. He is a frequent writer and conference speaker on hedge fund structures and regulatory compliance.
Partner, Borden Ladner Gervais LLP
Scott McEvoy is a partner in the Toronto office of Borden Ladner Gervais LLP, Canada’s largest law firm. He is a member of BLG’s investment management and pension and benefits groups, servicing, among other participants, Canadian and foreign fund managers, portfolio managers and dealers and pension investment committees. A large component of his practice focuses on Canadian and offshore hedge funds and alternative investment vehicles, including securities regulatory and pension investment compliance work.
Mr McEvoy is a member/participant in many industry bodies, including the investment funds section of the IBA, and for many years has served on the Investment Funds Institute of Canada’s accounting advisory working group.
Mr McEvoy completed an LLM at King’s College, University of London.
Partner, Borden Ladner Gervais LLP
Lynn McGrade practises in securities and capital markets in the Toronto office of BLG, focusing on investment, private, pooled, closed-ended and segregated funds, structured products, investment management, adviser/dealer issues and securities law. Ms McGrade is the Toronto regional coordinator of BLG’s investment management group and the head of its UK desk. She is a past director of the National Society of Compliance Professionals. She is a past chair of Committee I (investment companies and mutual funds) of the IBA.
Partner, Maples Group
Iain McMurdo is a partner in the Maples Group’s funds and investment management team and global head of private equity, specialising in the formation of private equity funds and advising on their resulting downstream transactions. He also works extensively with hedge fund managers and their onshore counsel, advising on the structuring and ongoing maintenance of hedge funds. Mr McMurdo represents large financial institutions and investment managers, including well-known sponsors of private equity and hedge funds, as well as boutique and start-up investment managers. He has been featured in Latin Lawyer 250 and recognised as a leading lawyer in Legal 500, IFLR1000 and the Legal Media Group Guides to the World’s Leading Lawyers. He has also been ranked as a star individual by Chambers and Partners Global Guide.
Associate, Latham & Watkins LLP
Felicitas Mayer-Theobald is an associate in the tax department in Latham & Watkins’ Munich office. She specialises in international and transactional tax law, focusing on mergers and acquisitions and private equity transactions, and advises private equity funds on tax and structural aspects.
In addition to her legal practice, Dr Mayer- Theobald is a regular author of tax-related articles and judgment reviews. She has been admitted to practise in Germany since 2005 and has further qualified as a certified tax adviser and as a specialist tax lawyer.
José Carlos Junqueira Sampaio Meirelles
Partner, Pinheiro Neto Advogados
José Carlos Meirelles joined Pinheiro Neto Advogados in 1984 and became a partner in 1996. He focuses his practice on the corporate area, especially mergers and acquisitions, corporate law, private equity, capital markets, structured finance, investment funds, banking law and securitisation of receivables. Currently, he is also the head of the debt capital market team. He has an LLB from the University of São Paulo Law School (1986) and an LLM from the University of Illinois College of Law, Champaign, IL (1989), where he also received the Distinguished Alumnus Award in 2008 and has been an adjunct professor since 2005. Currently, he is a guest faculty member of Duke University School of Law. He has written several articles for books and national and international magazines, and has lectured at a number of seminars and workshops relating to his areas of practice.
Lawson Miralha Marins da Silva
Associate, Pinheiro Neto Advogados
Lawson Miralha Marins da Silva is an associate focused on investment funds, banking and securitisation, with a special focus on the private equity segment in Brazil. He has been with the firm since 2014. He has an LLB (2016) from the Universidade Federal Fluminense and was admitted to the Brazilian Bar that same year. He has worked on several national and cross-border transactions in his practice area and regularly advises several private equity clients on the structuring of their respective investments in Brazilian securities and assets.
Katherine C Nemeth
Associate, Sullivan & Cromwell LLP
Katherine Nemeth is an associate in the firm’s general practice group, with experience working with the financial services and executive compensation groups. Her practice focuses on a variety of regulatory and transactional matters for banking and financial services clients, with a particular focus on cybersecurity matters, as well as compensation and benefit arrangements and corporate governance considerations.
Senior legal counsel, Frankfurt, Germany
Florian Ochmann was a member of the investment funds practice of Arendt & Medernach, where he specialised in European and Luxembourg investment law. Since 2014, he has worked in-house as a senior legal counsel in Frankfurt am Main, (Germany). As such, he is involved in the structuring and establishment of funds and vehicles in Europe and abroad, as well as the implementation of key financial regulations relevant for the asset management industry.
Dr Ochmann studied in Berlin and Geneva (Switzerland), and is a member of the Berlin Bar, a position he has held since 2011. He passed the German first and second state exams in law, and holds a doctorate from the Humboldt University of Berlin. He speaks English, French, Spanish and German.
Alfred LJ Page
Senior partner, Borden Ladner Gervais LLP
Alfred Page is a senior partner with Borden Ladner Gervais LLP, Canada’s largest law firm. He practises securities law with an emphasis on hedge funds, private equity, corporate finance, mergers and acquisitions, inbound investment, venture capital, over-the-counter derivatives and technology. He helps Canadian and international fund managers, securities dealers and investment advisers with private capital pools and investment funds. He also assists a broad range of Canadian and international clients, including companies, funds and underwriters, with public securities offerings, stock exchange listings, corporate governance, private placements of securities and shareholder activism.
Mr Page is a former member of the securities advisory committee to the Ontario Securities Commission, a current member of the legal practice division council (former cochair of the securities law committee and former chair of the mergers and acquisitions subcommittee) of the International Bar Association and a former national leader of BLG’s 100-lawyer securities and capital markets group.
Lawrence B Patent
Of counsel, K&L Gates LLP
Lawrence Patent is of counsel in the Washington, DC office of K&L Gates LLP and is a member of the investment management, hedge funds and alternative investments practice group. He regularly counsels businesses regarding compliance with the legal requirements governing commodity interest transactions, including over-the-counter derivatives and exchange-traded futures and swaps, covering US and international markets. His clients include hedge funds, currency dealers, commodity pool operators, commodity trading advisers, institutional investors, investment advisers, trade associations, energy companies, agricultural producers, swap dealers and introducing brokers.
Mr Patent joined K&L Gates after serving more than 30 years as an attorney with the Commodity Futures Trading Commission, the last five as a deputy division director. He received a JD from Georgetown University Law Centre in 1977 and a BA from Williams College, cum laude, in 1974.
Partner, Walder Wyss Ltd
Markus Pfenninger is a partner in Walder Wyss’s banking and finance team. His fields of expertise include capital market transactions, mergers and acquisitions, finance, restructurings, collective investment schemes and banking and insurance regulatory matters. He has also worked as a foreign associate in a Boston financial management company and in a law firm.
Dr Pfenninger is a member of the IBA Taskforce on the Financial Crisis, a past chair of the IBA’s Sub-committee on Legal Opinions and past co-chair of the IBA’s Banking Law Committee.
He was awarded a PhD from the Law School of the University of Zurich and was admitted to the Bar in Zurich in 1991. He received an LLM from the Morin Centre of Banking Law Studies, Boston University. He speaks German, English and French. He is registered with the Zurich Bar Registry and is admitted to practise throughout Switzerland.
Alessandro Portolano is the head of the financial regulation department at Chiomenti.
He advises financial institutions on all issues relating to banking, financial, insurance, payment services and asset management regulations, in both ordinary and extraordinary transactions, as well as regulatory proceedings, structuring of business models and entry into new markets. He became a partner at Chiomenti in 2008 and previously worked at the Bank of Italy in the Supervisory Department in Rome. From 2013 to 2015 he was a member of the Consultative Working Group of the Corporate Finance Standing Committee of the European Securities and Markets Authority.
Partner, Fangda Partners
Zhiyi Ren is a leading regulatory lawyer in China specialising in regulatory, financial markets, fund products and mergers and acquisitions. He provides legal services in China’s financial sectors to leading multinational banks covering such areas as establishment, product offering, ongoing compliance and regulatory investigation/crisis management. Prior to joining Fangda, he worked as head of legal and compliance in a multinational bank’s securities joint venture in China and later as head of compliance for its China investments. He has an abundance of experience in handling the legal affairs of various financial enterprises and also previously worked at a magic circle firm.
Mr Ren graduated from Peking University Law School (LLB) and Columbia Law School (LLM).
Partner, White & Case LLP
John Reynolds is head of White & Case’s London commercial litigation group. He has a broad commercial litigation and arbitration practice, with a particular focus on banking and finance disputes. He advises and represents banks and other financial institutions in relation to the many aspects of their business if a dispute arises or there is a risk of dispute. Many of these disputes involve a significant international element. Mr Reynolds is an officer of the IBA Litigation Committee and a member of the committee of the Commercial Litigators Forum.
Associate, Nishimura & Asahi
Ryuichi Sakamoto is an associate of Nishimura & Asahi, specialising in asset management, asset finance, derivatives, securities, banking and other financial and international transactions. His extensive experience ranges from traditional asset management business, such as investment advisers, to alternative investments, such as private equity funds, buyout funds, infrastructure funds and hedge funds. He has also advised Japanese and non- Japanese clients on all aspects of asset management.
He received an LLB from the University of Tokyo 2008 and a JD from Hitotsubashi University School of Law 2010.
Miguel Sánchez Monjo
Senior associate, Cuatrecasas
Miguel Sánchez Monjo specialises in financial regulation with broad experience as legal counsel to national and international financial institutions (banks, investment firms, fintech companies, fund management companies and payment institutions). His expertise also includes fund formation of national and international investment vehicles, undertakings for collective investment in transferable securities, hedge funds, private equity, venture capital, direct lending, real estate and master-feeder structures. Mr Sánchez Monjo also advises on corporate transactions of a sectorial nature in which financial regulation plays an important role.
Partner, Arendt & Medernach
Henning Schwabe is a partner in the investment funds practice of Arendt & Medernach, where he specialises in investment fund law. He advises clients on a wide range of traditional investment funds and alternative investment funds, as well as on the legal aspects of complex investment strategies and risk management.
He is actively involved in the Association of the Luxembourg Fund Industry (ALFI) in the Risk Committee and its various subworking groups, and acts as chairman of the European Market Infrastructure Regulation/ Over-the-Counter Derivatives Working Group. He is a board member of the Luxembourg Association for Risk Management.
Mr Schwabe studied law in Cologne and Paris. He has been a member of the Dusseldorf Bar since 2000 and the Luxembourg Bar since 2009. He has passed the German first and second state exam in law and holds a maîtrise en droit from the Université Paris I Panthéon- Sorbonne. He speaks English, French and German.
Partner, Latham & Watkins LLP
Stefan Süss is a partner in the Munich office of Latham & Watkins and the local department chair of the firm’s German tax department. He specialises in German and international tax law, focusing on tax optimisation of private equity and M&A transactions, as well as structuring funds and financial instruments. He is recommended by the Legal 500 EMEA and Chambers Europe Germany. Who’s Who Legal 2016 recommended him as leading lawyer for private equity funds in Germany. Mr Süss has been admitted to practise in Germany since 1997 and has further qualified as a certified tax adviser and specialist tax lawyer. He is a member of the International Fiscal Association.
Partner, CMS Francis Lefebvre Avocats
Jérôme Sutour specialises in banking and financial law and, in particular, asset management activities.
He acts for a large number of French and international institutions in relation to financial regulations and collective investment vehicles. An important part of his work involves advising on regulatory issues affecting credit institutions, funds and their managers, and in particular on the structuring of new products/funds, the distribution of financial products and investment services. He is recognised for structuring innovative products. Mr Sutour is responsible for the financial services group within the banking, finance and insurance department of CMS Francis Lefebvre Avocats and co-chairs CMS’s regulatory practice group. He was part of the Autorité des marchés financiers Steering Committee on the Alternative Investment Fund Managers Directive.
He is listed as leading fund/regulatory lawyer by Best Lawyers 2020, IFLR 2019, Chambers 2019 (Europe and Global), Who’s Who Legal 2019, Legal 500 and Décideurs Juridiques. In 2013 a real estate fund structured by his team obtained the highest award for innovative funds from Agefi Patrimoine.
Kaitlyn E Suydam
Associate, Sullivan & Cromwell LLP
Kaitlyn Suydam is an associate in the firm’s financial services group and a member of the investment management sub-practice. She counsels investment advisers, private funds, investors and family offices on a wide variety of matters, including transactional, fund formation, regulatory, compliance and corporate governance matters. Ms Suydam’s recent matters include acquisitions and sales of strategic interests and seed investments in asset managers, regulatory matters affecting investment advisers and family offices and fund formation, representing both fund sponsors and private fund investors.
Partner, Allen & Gledhill LLP
Danny Tan heads the firm’s private funds team and specialises in investment funds and private equity.
With close to two decades of experience encompassing investment funds, capital markets and mergers and acquisitions, Mr Tan has extensive experience in fund formation and restructuring, fund investments and fund regulatory matters. His expertise with various types of onshore and offshore fund vehicles (including corporate entities, limited partnerships and unit trusts) is well regarded in the Singapore fund management industry, whether for private equity funds, hedge funds, funds of funds, real estate, infrastructure or venture capital funds. Mr Tan acts for local and international fund managers, family offices, financial institutions, governmental bodies and sovereign wealth funds.
Mr Tan has co-written articles for international publications such as the International Financial Law Review, including the Singapore chapter of the International Guide to Hedge Fund Regulation (Bloomsbury Professional, 2009), and has also been interviewed and quoted by publications such as the Asian Venture Capital Journal for his industry knowledge.
Partner, Pinheiro Neto Advogados
Flávio Veitzman has been a partner in the tax department of Pinheiro Neto Advogados in São Paulo since January 2014. He has been with the firm since 1999. He specialises in tax consulting, taxation of M&A transactions, private equity, corporate reorganisations, financial and capital markets transactions, transfer pricing, international tax treaties, estate planning, structured products and administrative litigation. He holds a bachelor’s degree in business administration from Fundação Getúlio Vargas (2001), an LLB (2002) and a specialised degree in tax law (2005) from the Pontifical Catholic University of São Paulo; and an LLM in international taxation from the University of Florida (W Thatcher graduate tax scholar) (2007). He was admitted to the New York Bar in 2008.
Craig S Warkol
Partner, Schulte Roth & Zabel LLP
Craig S Warkol is a partner and co-chair of the broker-dealer regulatory and enforcement group at Schulte Roth & Zabel LLP. His practice focuses on securities enforcement and regulatory matters for broker-dealers, private funds, financial institutions, companies and individuals.
Peter H White
Partner, Schulte Roth & Zabel LLP
Peter H White is a partner and co-chair of the litigation group at Schulte Roth & Zabel LLP, where he serves as a member of the firm’s executive committee. One of the nation’s leading white collar lawyers, he represents corporations and executives in managing crisis situations, including grand jury investigations, internal investigations, SEC enforcement proceedings, False Claims Act and qui tam lawsuits and shareholder class actions.
Special counsel, MinterEllison
Henry Wong is a special counsel in MinterEllison’s financial services group. He specialises in financial services and funds management, advising Australian and global fund managers and institutions.
His extensive experience includes advising clients on compliance with financial services laws, applying for financial services licences and exemptions, establishing and restructuring Australian managed investment products, including regulated and listed funds, investordirected portfolio services and similar schemes, wholesale and institutional funds and offshore investment vehicles, and negotiation of investment management agreements.
In particular, Mr Wong has experience assisting clients with property funds, equity trusts, credit funds, hedge funds and private equity funds.
Associate, Walder Wyss Ltd
Pascal Zysset is an associate in Walder Wyss’s banking and finance team. His main areas of practice include financial market regulation and corporate law. He has working experience with the Swiss Financial Market Supervisory Authority (FINMA).
He was awarded a PhD from the Law School of the University of Bern and was admitted to the Bar in Bern in 2013.
Dr Zysset’s professional languages are German, English and French. He is registered with the Bern Bar Registry and is admitted to practise throughout Switzerland.