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					                                                                                                      Channel Islands: Jersey                           3/83

Chamber of commerce:                              Professional body:
Jersey Chamber of Commerce                        The Law Society of Jersey
Chamber House                                     Don Street
25 Pier Road                                      JE4 9WG St Helier
JE1 4HF St Helier                                 Jersey
Jersey                                            Tel:     +44 1534 50 40 00
Tel:      +44 1534 724536                         Fax:     +44 1534 50 44 44
Fax:      +44 1534 734942                         Email:
Email:                    Web:

Financial and corporate                           banks still being fairly cautious and deals are   pleted by the team last year. “They were
                                                  still taking a long time to come to fruition.”    extremely good in deals, particular work relat-
 Recommended firms                                      Firms have seen an increase in structured    ed to re-domiciling,” says one client. “I think
 Tier 1                                           offerings however. “Structured finance is the      they are the market leader and I think it
 Mourant Ozannes                                  exception where we have been busy,” says one      shows. They seemed completely on top of
 Ogier                                            finance partner, and another agrees: “Big          what they had to do.” Another client com-
                                                  banks are looking to set up structured prod-      ments: “Mourants? Very, very slick.”
 Tier 2                                           ucts. We still see some RMBS issuance.”               One of busiest aspects of the firm’s practice
 Bedell Cristin                                        There may yet be more to come if some        has been cash box structures which the firm
 Carey Olsen                                      stability can be imposed in the City of           completed for clients including Big Yellow
                                                  London. “In Jersey we seem to be about six to     Group, Balfour Beatty and Standard
 Tier 3                                           nine months behind the UK curve, we have          Chartered among others.
 Appleby                                          not seen a wave of structured work yet, but           With restructuring still playing a large role
                                                  that may change,” says a partner.                 in the market the team also found themselves
 Tier 4                                                In the legal market, a talking point among   advising on one of the largest, providing local
 Voisin & Co                                      firms was the merger of Channel Islands            regulatory advice to Blackrock in a restructur-
 Walkers                                          heavyweights Mourant du Feu & Jeune and           ing designed to facilitate the group’s acquisi-
                                                  Ozannes. The market suggests that it is too       tion of Barclays Global Investors. Other
There has been a steady recovery in financial early to tell how this will alter the landscape,       restructuring highlights include working on
and corporate work in Jersey since the worst but with both firms having strong pedigrees             various Lehman-related SPV and debt and
part of the downturn passed. M&A in partic- the potential is there.                                 bond restructurings of Independent News &
ular has picked up and firms have also seen an                                                       Media.
increase in company relocations from the UK.                                                            The team also worked on two notable
“A lot of the corporates have moved to Jersey,” Mourant Ozannes                                     RMBS structures as the market began to
says one partner.                                 The formation of Mourant Ozannes through          regain some traction. Jonathan Walker
    However the market has not returned at the merger of Mourant du Feu & Jeune and                 advised both the Lloyds Banking Group and
the rate that some predicted. “There has been Ozannes has been one of the major talking             Nationwide in transactions valued at £3.9 bil-
some capital raising and capital markets work points in the last year. Firms are planning to        lion and $3.5 billion respectively.
though just not at the levels we were expect- wait and see how well these two big players
ing,” says one partner.                           will work together, but there’s no doubt that     Leading lawyers
    Part of the reason for this was the renewed in terms of personnel the firm is a force to be      Edward Devenport
turbulence in the financial markets through a reckoned with, with 50 partners firm-wide.              Simon Gould
combination of the crisis in the Eurozone and          “It has been a very natural merger it has    Robert Hickling
the UK general election in May 2010. been good for both firms,” says one competi-                    Jacqueline Richomme
“Everyone’s in wait-and-see mode to see what tor. “They both focused on one market and
the coalition government is going to do,” says after a few years they had to admit that this
one partner. “Since mid-February with the was the best way to go.” Others, while respect-           Ogier
euro crisis and election looming there was a ing the new firm’s capability, questioned how           One of the biggest developments at Ogier last
dip in instructions.”                             much the market would change. “Our per-           year saw the firm looking beyond its Channel
    In the banking and finance area, unsur- ception is that Mourant’s do have the largest            Island base for new opportunities as it began
prisingly restructuring is still the order of the market share,” says one rival partner. “But in    offering Jersey and Guernsey services out of its
day. “More restructuring work is going on Jersey Ozannes didn’t really feature, so                  Hong Kong office. The move is designed to
than new money deals”, says one partner, “the Mourant and Ozannes doesn’t really change             open up the lucrative Asian market to
banks were very active in restructuring.” things dramatically.”                                     Channel Islands opportunities and the firm is
Another agrees: “There’s not a lot of new              Certainly the market sees Mourant as the     hopeful it will provide a solid stream of work.
money coming into the market with the senior Jersey partner in the new operation and                    Ogier is recognised by competitors and
                                                  this is reflected by the quality of work com-      clients alike as one of the leaders in financial

2011 EDITION                                                                                                        
3/84   Channel Islands: Jersey

       and corporate markets alongside Mourant            to look at various regulatory issues and the      Investment funds
       Ozannes. “They were very pro-active in what        establishment of new branches on the islands.
       they were doing,” says one client. “If some-           On the corporate side Mike Jeffrey was        Recommended firms
       thing popped up which we didn’t envision           kept busy advising State Street Corporation       Tier 1
       they solved it right away.”                        on the acquisition of rival Mourant’s             Mourant Ozannes
           There was also specific praise for Chris        International Finance Administration busi-
       Byrne: “He was aware of what we were doing         ness. The company has $170 billion worth of       Tier 2
       and I had the impression that he had a really      assets under administration and the deal          Bedell Cristin
       good relationship with people in Jersey, so        included work in both Jersey and Guernsey         Carey Olsen
       that was impressive.” says one client.             law. Jeffrey also acted for the Henderson         Ogier
           One of the firm’s biggest deals last year saw   Group on the public takeover of New Star
       it make the most of its Asian experience advis-    Asset Management, a deal that included the        Tier 3
       ing United Company Rusal on its $17 billion        placing of shares through a cash box structure.   Appleby
       listing on the Hong Kong Stock Exchange.               On the financing side an obvious highlight     Voisin & Co
       The deal was led by Mark Yates and was the         saw the firm advising Berlin-Hannoversche          Walkers
       first time a Jersey company has listed in Hong      Hypothekenbank over the securing of a £68.5       The investment funds market in Jersey has
       Kong.                                              million London property financing. The firm         been steady over the last year and there are
           Another substantial deal saw Chris Byrne       advised on the Jersey unit trust structure        clear signs of a recovery from the downturn,
       and Peter Longstaffe advising Deutsche Bank        employed by the Luxembourg companies              however it is a gradual process and the market
       over the establishment of its first ever ETC        holding the property.                             is still proving challenging in terms of new
       (exchange traded commodities) platform. The                                                          money as one lawyer points out: “Now the
       deal has an anticipated value of between £1        Leading lawyers                                   market is more optimistic but fund raising is
       and 2 billion but there are no limits on the       Nicholas Crocker                                  still a slog.”
       programme size.                                    Alex Ohlsson                                           Where there has been a clear resurgence is
           In restructuring, the team co-operated                                                           in hedge funds, whose reactive nature has
       with the Guernsey office in advising the Four                                                         allowed them to adapt to new market condi-
       Seasons Healthcare Group over its £1.7 bil-        Other ranked firms                                 tions, as one partner explains: “Hedge funds
       lion debt restructuring.                           Appleby’s deal highlights read like a micro-      are more open ended, they shrank very quick-
                                                          cosm of the jurisdiction as a whole, being        ly, but equally they bounced back quickly.
       Leading lawyers                                    focused on restructuring and the set up of        They raise money fast so they can anticipate
       Chris Byrne                                        cashbox structures. One of the biggest deals      the market better.”
       Michael Lombardi                                   saw the team work alongside its Cayman                 There is also some optimism from law
       Richard Thomas                                     office advising Hatfield Philips International      firms that activity may yet be drawn to the
                                                          as the special servicer of Healthgroup Four       market from the Caribbean fund centres of
                                                          Seasons’ £1.6 billion debt restructuring.         Cayman and the British Virgin Islands with
       Carey Olsen                                            Both Wendy Benjamin and Alastair              investors and fund managers looking to the
       Carey Olsen continues to have an active and        Drummond were involved as the firm advised         Channel Islands as a safer more regulated
       well respected practice in financial and corpo-     a syndicate of banks over the restructuring of    option.
       rate work although the feeling persists in the     a $750 million loan to Russian energy com-             Although it cannot be said that there has
       market that the firm is a step behind the top       pany the EN+ Group. The restructuring             been a wave of this work yet, there is hope
       two in terms of market share. “I think             comes as the company aims to list aluminium       that Jersey’s options and flexibility will work
       Mourant and Ogier do slightly more than            producer UC Rusal, in which it has a control-     in its favour: “If you look at a jurisdiction like
       Bedell or Careys,” says one rival, “but they are   ling interest, on the Hong Kong and Paris         Jersey you have a heavily regulated model and
       all firms we see on work.”                          stock exchanges in an IPO worth between $1        a lightly regulated market and also a regulated
           Clients though are very impressed by the       billion and $2.5 billion.                         fast track,” says one funds lawyer. “That’s why
       firm’s quality: “What you get is very incisive          Another notable deal saw Mark Weaver          Jersey is easy to market because we have the
       and channelled advice which is way outside         and Mark Estella advise Petropavlovsk on the      whole range of products available.”
       what one would expect from a legal advisor,”       set up of a Jersey convertible bond cash box           Another talking point in the market has
       says one. “They deliver at any time and the        structure, issuing $380 million of 4% con-        been the discussions surrounding the
       work rarely requires any redrafting.”              vertible bonds.                                   Alternative Investment Fund Management
           Alex Ohlsson also came in for personal             The Walkers team in Jersey was boosted in     Directive (AIFMD) proposed by the
       praise: “He’s one of those lawyers that is figu-    July 2010 by the arrival of Nigel Weston from     European Commission. This is an attempt to
       rative,” says one. “There are lawyers that make    Mourant Ozannes. Weston will head up the          create a complementary regulatory framework
       deals and there are lawyers that break deals,      financial and corporate team at the firm.           to cover AIFMs in the EU.
       he’s probably the best lawyer I have worked                                                               Although discussions are still ongoing
       with.”                                                                                               there is optimism among Channel Islands
           A deal highlight for the firm last year saw                                                       practitioners that they will not be negatively
       Paul Sugden leading a team advising BNP                                                              affected, with some even suggesting that its
       Paribas Securities Services on the integration                                                       effect on other jurisdictions could boost activ-
       of the Royal Bank of Scotland Custody Bank                                                           ity on the islands.
       in the Channel Islands and Isle of Man.                                                                   “Jersey is foremost in terms of its status, its
       Alongside merger arrangements, the team had                                                          regulation, its compliance and anti-money
                                                                                                            laundering in terms of the boxes that require                                                                                                                       2011 EDITION
                                                                                                       Channel Islands: Jersey                           3/85

to be ticked to get funds into the EU,” says           The team has had a hand in the busy               Clients of the firm were particularly taken
one partner. “Jersey is in a good position. restructuring area with Eve Kosofsky advising            by department head Michael Lombardi: “He’s
Jersey will find itself as a passportable jurisdic- Close Global Funds over the restructuring of      got a very good awareness generally of the
tion.”                                             the Close Brothers Investment fund. The           market and the pressures and conditions we
                                                   complex transaction involved gaining share-       are working with, this is because of their judi-
                                                   holder approval for the creation of side pock-    cial services team,” says one. “He’s very acces-
Mourant Ozannes                                    et sub-funds, the conversion of other sub         sible. Their whole culture pervades down
With Mourant du Feu & Jeune already wide- funds into feeder funds and the adoption of                from Mike.”
ly considered to be the leading funds practice new articles of association and fund rules.               There was also praise for managing associ-
in Jersey, the real question surrounding the           Kosofsky was also engaged in new fund         ate Bruce Scott: “Very responsive, always will-
newly merged firm was whether the new team matters advising Morgan Stanley on the                     ing to come up with solutions, he’s happy to
would have more to offer than merely expand- launch of three new sub-funds for the bank’s            go into bat for us with the regulator,” says a
ed capacity.                                       Jersey expert fund trusts Topas 2 and Topas 3.    client.
    One issue raised by the market was how             Edward Quinn was also busy on the new             Lombardi and Scott were both involved as
the practice would cope after the sale of fund side advising GoldenTree European                     the firm advised Columbus UK Real Estate
Mourant’s          International         Finance Select Opportunities Fund on the creation of        fund on the establishment of an estimated
Administration business. “The sale of the a liquidating class of shares/interests in the             £500 million Jersey fund for investment in
admin side will have an impact,” says one feeder company and limited partnership and                 real estate. Lombardi also worked with
rival. “That was the main feeder to their funds the redemption of loan notes offered by the          Intermediate Capital Group on the close of an
business.” Another agrees: “The challenge is master limited partnership. Quinn also                    843 million recovery fund consisting of
whether they can operate without this. The advised GCP Infrastructure on the establish-              three limited partnerships and a corporate
Mourant’s machine has been very effectively ment of an open-ended expert fund, primari-              general partner.
driven by the admin machine.”                      ly investing in infrastructure, listed on the
    The flipside however, and the point put Channel Islands Stock Exchange.                           Leading lawyers
forward by the firm itself, is that its partners        Assisting Quinn on the GCP deal was           Chris Byrne
can now focus on the legal work without hav- Robert Milner, and clients were keen to praise          Nick Kershaw
ing the added consideration of the admin the rising star: “He’s very good,” says one.                Michael Lombardi
side.                                              “Doesn’t waste anyone’s time or money, will-      Richard Thomas
    A highlight of the firm’s work last year saw ing to refer to other people’s advise and isn’t
partner Jacqueline Richomme lead a team on stubborn.”
a real-estate fund restructuring for Henderson         In the private-equity area the firm advised    Other ranked firms
UK Shopping Centre. The first part of the Nordic Capital on numerous asset acquisi-                   A highlight for the Appleby team last year saw
deal saw the team complete a debt restructur- tions and restructuring of interest arrange-           it advising Atrium European Real Estate on a
ing involving transferring £58 million of the ments in the group’s Jersey private-equity             dual listing of the company’s securities on
debt between two different trust substruc- funds.                                                    both the Euronext Amsterdam and Vienna
tures. The second aspect saw the team advise                                                         Stock Exchange. This involved work with
Henderson and Universities Superannuation Leading lawyers                                            teams in Austria, The Netherlands and the
Scheme in a £100 million acquisition by Eve Kosofsky                                                 UK.
Henderson of the Manchester Fort Shopping                                                                Another highlight saw Andrew Weaver
Park.                                                                                                lead a team advising Tritax Securities over the
    Hedge funds also proved to be a busy area. Ogier                                                 establishment of the Tritax Brindleyplace (7, 8
One highlight saw Ed Devenport advising Channel Islands lawyers as a whole tend not                  & 10) Unit Trust unregulated fund, including
Lyxor Asset Management on the expansion of to be too focused on just one specific area of             the listing of £43.3 million of securities on the
a management account platform that practice, but there is a sense in the market that                 Channel Islands Stock Exchange.
increased by ten new funds since the begin- Ogier is more flexible in this regard than
ning of 2009. Devenport also advised most: “Ogier generally are less specialised,”
Deutsche Bank as they assisted EIM in the says one rival and another agrees: “They have
creation of a new platform to be launched in a number of partners who are more general
2010.                                              and they can spread themselves.”
                                                       The firm has a clear strength in real-estate
Leading lawyers                                    matters and as the market begins to return in
Edward Devenport                                   the UK the firm can look forward to more
Simon Gould                                        matters coming its way.
Robert Hickling                                        One of the biggest deals worked on by the
Jacqueline Richomme                                team last year was a $1 billion unregulated
                                                   fund structure for JRJ Investors. In a similar
                                                   deal, a team led by Christopher Byrne advised
Carey Olsen                                        on an unregulated exchange trade fund for
Clients of Carey Olsen were impressed by the LXB Retail Properties. The fund, which was
team’s in-depth advice: “The experience is set up to invest in UK commercial real-estate,
outstanding, it’s the critical advice particular- was valued at £110 million and listed on both
ly,” says one client.                              the AIM and CISX exchanges.

2011 EDITION                                                                                                         

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