Seminar | Corporate Finance

Structuring International Funds
Tuesday 20th May 2008
at ETC Venues, London

SJ Berwin is delighted to be part of IIR’s Private Equity Seminar Series with a number of our leading private equity lawyers participating in the first seminar in this series ‘Structuring International Funds’ being held on 20th May 2008 at ETC Venues, London.

Programme:

08.30   Registration & refreshments
09.00   Chair’s welcome and introduction
Simon Witney, SJ Berwin LLP

09.10   Keynote Presentation: Overview of the European Private Equity Market

• The current fund raising environment
• The political context
• Outlook for the industry
• Hot topics
  Jonathan Blake, SJ Berwin LLP

09.50 Structuring the Fund

• Where to form the Fund
• UK issues
• US issues
• European investor issues
• Some fund structures
  Polly Daines, SJ Berwin LLP

10.40    Break for Refreshments

10.55 Terms for International Private  Equity Funds

• Core economic terms
• Downside protections
• Evolution of terms
• Hot topics
  Simon Witney, SJ Berwin LLP

11.30  Raising a mid-market European fund- a case study

• How to decide your fund terms-the key areas to get right
• The fund document-what clauses cause most grief
• The fundraising process-the good, the bad and the ugly
• Accommodating the private investor
• Accommodating the KG investor
• Other areas of fun
  Kelly Mayer, Lion Capital LLP

12.30  Lunch

13.30   PANEL - What is an LP Looking For?

• Distribution Economics (including clawbacks and escrows)
• Management Fees & Transaction Fees (including fee v. carry off-sets)
• Governance (including termination and key man provisions)
• Co-Investment Rights
• Incentivization of Investment Team (vesting, leaver and change of control provisions)
• Transfer Provisions
  Moderated By: Nigel van Zyl, SJ Berwin LLP
  
  Panellists:
  Francesco Divalmarana, Unigestion
  Stephen Grillmaier, Mvision
  Leon Hadass, Pantheon Ventures Ltd
  Steven Batchelor, HgCapital

14.10 Structures for German Investors

• What do German investors want?
• What are the issues for the German management team?
• Bringing in German investors with other fund structures
  Christian Shatz, SJ Berwin LLP

14.50 Structures for French Investors

• French fund structures
• French tax issues
• Carried interest structures
  Ben Aller, SJ Berwin LLP

15.30 Break for Refreshments

15.45 PANEL - The Tax Man Cometh

• Impact of changes to capital gains tax on entrepreneurs
• Impact of changes to capital gains tax on carried interest
• Non-doms and the UK tax changes
• Likely future developments and the political environment
  Moderated By: Simon Witney, SJ Berwin LLP
  
  Panellists:
  Michael Trask, SJ Berwin LLP
  Philip Shuttleworth, ECI Partners LLP

16.30 Key characteristics of an Infrastructure Fund

Defining characteristics – what to look for; what is and is not ‘infrastructure’

• Infrastructure as an investment – what to expect
• Effectively structuring infrastructure funds, including tax considerations
• Providing invaluable insight into the terms and conditions of infrastructure funds: relating the implications of terms and conditions on your infrastructure fund
• Explaining how terms and conditions will vary for co-investment arrangements
  Michael Halford, SJ Berwin LLP

17.10 Chairman's Closing Remarks

17.30 Close of Seminar

RSVP

Our contacts are entitled a 30% discount, please see booking form for further details.

For further information please contact: Sara Mahdavian, Corporate Business Executive on +44 (0)20 7111 5074 or by email on sara.mahdavian@sjberwin.com.