The financial world is continuing to change – and so is asset management. New investment products and structures are fuelled both by the development of new investment techniques, especially the use of derivatives, and changes in the regulatory environment through European directives as well as national initiatives. As a result, asset managers, service providers and investors are consistently facing new opportunities to develop their businesses.
With this in mind, our Financial Markets group in Germany provides a comprehensive service covering all investment and banking related topics. We help to set up and advise investment companies, build investment funds and structure products in the debt capital markets (DCM) area. As well as covering both regulated and non-regulated traditional funds, we are known to excel in Alternative Investments. We take a leading part in building and shaping the German hedge fund market and bringing continuous innovation to structured products. We are also able to advise on complex banking regulatory matters.
At SJ Berwin, we are committed to helping our clients to stay ahead of the curve. Our Financial Markets group in Germany is one of the largest in the German marketplace and has a unique combination of regulatory, tax and market expertise. We have established close relationships with the legislature, regulatory authorities and relevant associations.
We advise domestic and foreign market participants including banks, investment fund companies, financial service providers, insurance companies and pension schemes, issuers of structured products, real estate investment companies, local stock exchanges and family offices.
With regard to all fund-related issues, both for securities and real-estate funds, we:
-
advise German and foreign fund management companies on the establishment of all kinds of mutual funds
-
bring foreign funds to Germany, e.g. by notifying them for public distribution
-
advise on all distribution matters
-
set up and registered the first ever German SICAV-type investment fund (Investmentaktiengesellschaft)
In relation to all aspects of alternative investment products, we:
-
set up hedge funds both in Germany and in offshore jurisdictions
-
pioneered hedge funds in Germany, set up the first single hedge fund and established one of the first German "Master KAGs" for hedge funds
-
advise foreign hedge funds and fund platforms how to become compatible with German investment law
-
advise investors on all relevant regulatory, legal and tax issues on a specific Alternative Investment
With regard to DCM/Structured Products, we:
- draft Prospectus Directive compliant documentation for public offerings and listings and advise on associated approval and notification procedures for cross-border offerings
- handle the ongoing issuance procedures for securities which are issued under base prospectuses and programmes
- document private placements and provide product-related opinions for investors (where necessary)
- advise financial intermediaries on regulatory and tax issues in connection with the distribution of structured products
- review marketing material for structured products with regard to MiFID, competition and copyright issues and
- advise institutional investors (like mutual funds, banks, insurance companies and pension schemes) on regulatory and tax restrictions for contemplated investments in structured products
With regard to loans, we:
With regard to payment systems, we:
-
advise on all card related issues, e.g. credit and debit cards as well as prepaid cards
-
advise on the development of new payment systems, especially under SEPA
With regard to core corporate regulatory issues, we:
-
advise on establishing and restructuring of credit and financial services institutions
-
advise on outsourcing matters, cross-border as well as local, and negotiate outsourcing agreements
-
deal with licensing requirements for credit and financial services institutions
-
establish credit and financial services institutions and their branches in Germany
-
represent family offices in their negotiations with credit and financial services institutions
-
advise investors in purchasing qualified participating interests in credit and financial services institutions, cross-border and especially pan-European
-
advise on own funds requirements
-
advise credit and financial services institutions in all matters relating to deposit protection and investor compensation
With regard to other banking regulatory and compliance matters, we:
-
assist fund managers with registration and licensing issues
-
advise on prime brokerage business
-
advise on cross-border business
-
serve other financial services providers (custodians, administrators, prime brokers and managed account platforms)
-
list Exchange Traded Funds on the stock exchange
-
advise on prospectus liability and liability for wrongful advice in connection with the marketing of financial instruments
-
advise on all issues under the Stock Exchange Act including mistrade and procedures before the sanction commissions
-
advise on all issues of eligible investments for insurance companies, funds, pension schemes and foundations
-
draft administration contracts and redraft these contracts where applicable laws change, e.g. under MiFiD
We believe in delivering cutting edge advice in all matters and know this requires seniority and experience. We therefore serve our clients with four partners and one counsel, a considerable number of senior associates and only a comparatively low number of juniors. We ensure that we build an in-depth knowledge of our clients' business and aims which we can put to use in serving our clients individually, efficiently and in a forward-looking manner. Last but not least, our approach contributes to time-and cost-effective delivery.