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Editorial

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Who Represents Who

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Clifford Chance has a 30-year history in Hong Kong for funds matters, and is rated by clients as ‘the go-to firm’. Under the leadership of global practice head Mark Shipman, its team handles some of the largest, landmark and novel fund structurings in Asia across a wide variety of fund types, including hedge funds, private equity buyout funds and real estate funds. Shipman, counsel Teresa Leung and Viola Lui recently acted for DVB Bank SE and Fontainburg Aviation Capital Partners in the formation of dual-tranche fund Taiping Fontainburg DVB Aviation Capital, which will invest in passenger jet aircraft. In another matter, Shipman, Leung and senior associate Bo Lai assisted UBS Global Asset Management with launching a Hong Kong unit trust UBS (HK) Fund Series and two initial sub-funds for distribution to retail investors in Hong Kong. Matthias Feldmann advised Seyon Asset Management on the formation of a hedge fund in 2016, and is handling the formation of a pan-Asian real estate fund for Chelsfield Asia. Although the practice is primarily weighted towards acting for sponsors, it also generates work from investors; Feldman recently advised a sovereign wealth fund on co-establishing and investing into a $200m Indian real estate vehicle. Hosen Capital and Noah are other active clients. Counsel Helen Fok is also highly regarded.

Deacons is widely recognised as the dominant player in the Hong Kong retail funds market. Led by Jeremy Lam, whose track record in this area dates back more than 20 years, the team assists clients with structuring (and obtaining authorisation for) new funds, marketing and post-authorisation compliance issues. It has a particularly strong track record in launching cutting-edge products, as was illustrated by Alwyn Li and Pinky Siu advising BlackRock Asset Management North Asia on the rollout of Hong Kong’s first MPF default investment strategy index funds in 2016. On the regulatory front, Lam has been advising issuers of new authorised funds products on the practical implications of the Securities and Futures Commission’s (SFC) revamped fund authorisation process. Alwyn Li has been assisting clients with issues associated with the Hong Kong and Switzerland Mutual Recognition of Funds programme. The team also has extensive expertise in various types of private funds, including hedge funds, QFII and RFII funds, private equity funds and hybrid vehicles. Reflective of the size and scale of the practice, the firm fields 50 fee earners (including eight partners/consultants), who act for 90% of the top 20 fund houses in the Asia Pacific region by assets under management. It also acts for nine out of ten of the fastest-growing asset managers in Asia. Clients of the practice include Aberdeen, Manulife and Janus Capital Asia. Susan Gordon - Taylor Hui, Joanna Fung, Deepak Mahtani and Ming Chiu Li are among other recommended individuals.

FIRMS IN THE SPOTLIGHT

Arendt & Medernach

Arendt & Medernach advises on all issues regarding Luxembourg and European law, tax and regulatory matters. Experienced teams at its Luxembourg head office and foreign offices assist local and international clients in relation to their cross-border activities in Europe, their strategic expansion in Europe and the structuring of their investments throughout the world.

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Private equity powerhouse Debevoise & Plimpton LLP undertakes the largest and most sophisticated fundraisings for many of the largest and most prominent sponsors in Asia, including AIF Capital, Baring Private Equity Asia and The Carlyle Group. Team head Andrew Ostrognai, tax partner Mai Shapiro and Shawn Yang are acting for Hony Capital in the formation of its innovative $2.2bn China buyout fund Hony Capital Fund VIII, which brings together two capital streams (dollars held by foreign investors and RMB held by domestic investors) under one investing platform. Another recent highlight saw the team assist VIG Partners with fundraising for its $600m Korea-focused fund Vogo International Fund III. Partner Gavin Anderson is also recommended.

Kirkland & Ellis has a strong track record handling a range of private equity funds, including buyout funds, real estate funds, credit funds and infrastructure funds. It has a broad spread of clients, which ranges from emerging managers establishing their first funds to global behemoths, such as HarbourVest and Warburg Pincus. Justin Dolling and Damian Jacobs are the lead advisers to SSG Capital Management on the fundraising of its $2bn flagship special situations fund, SSG Capital Fund IV, simultaneously with secured lending fund SSG Capital Secured Lending Opportunities Fund. Carol Liu assisted Asian-European private equity firm AGIC Capital with the structuring and formation of debut fund Asia-Germany Industry 4.0 Promotion Cross-Border Fund I, which reached a final close of $1bn. The fund targets investments in European small and mid-cap companies active in areas such as intelligent manufacturing and medical technology to assist their expansion into Greater China. Jonathan Tadd, who made partner in 2014, has made a name for himself among European and Asian sponsors.

Sidley Austin’s team ‘responds promptly, has deep industry knowledge and constantly identifies solutions to meet legal needs’. Private funds are the mainstay of the practice, with the team advising on their fund structuring, formation and ongoing management. The firm is particularly well known as a market-leader in the hedge funds space; in 2016, a highlight saw Effie Vasilopoulos leading a team (including senior associate Michele Beck, and counsels Joy Lam and Felicity Wong) in the advice to Prime Capital Management on the formation of its $1bn Dragon Billion Select Fund. Vasilopoulos also led a cross-office team, which assisted MAPS Capital Management (a Hong Kong-based hedge fund arm of Mirae Asset Financial Group) with the establishment of the Mirae Asia Opportunity Long Short Equity Fund and the Mirae Asia Opportunity Arbitrage Fund. The team also performs well in relation to private equity buyout funds, venture capital funds, and real estate and infrastructure funds, among other strategies. Vasilopoulos assisted Morgan Stanley Real Estate with the launch of its $1bn Morgan Stanley Asia Core Real Estate Fund; this is one of few funds raising private capital for real estate investments adopting an open-ended vehicle structured as a Singapore-domiciled limited partnership. Macquarie Group, Neuberger Berman and China Everbright are other notable clients. Elsewhere, the firm attracts a number of retail funds mandates, which are focused on the Hong Kong and Singapore markets.

Simmons & Simmons LLP’s asset management group demonstrates strong fund formation and management expertise across a wide range of structures, which are backed up by the resources of the wider network. In the retail funds space, the firm has been at the forefront of the development of leveraged and inverse (L&I) products and exchange-traded funds (ETFs); Eva Chan, who made partner in 2016, has advised on more than half of the ETFs listed in Hong Kong, and acted for clients such as Samsung Asset Management (Hong Kong) and Mirae Asset Global Investments (Hong Kong) in the establishment, SFC authorisation and listing of the first L&I products in the local market. The group also assists fund managers with obtaining SFC authorisation of funds that have a nexus to mainland China, such as RMB-denominated funds and private funds investing in PRC securities. In addition, the firm is highly regarded in the hedge funds arena, and is particularly noted for launches of hedge fund start-ups; in 2016, it handled hedge fund launches for clients such as Asia Lion, CICC Investment Solutions Management and HZ Capital. Private equity fund structurings are another aspect of the work handled by the team. Rolfe Hayden heads the practice.

A heavyweight firm for private equity funds, Simpson Thacher & Bartlett LLP has been handling China-focused fund structurings and other ancillary matters for more than 25 years. In addition, its Hong Kong team has built up an excellent reputation in Japan-related matters, and can also count on the expertise of members of the Tokyo office, including David Azcue. The high-calibre nature of the practice is also reflected in other sophisticated mandates across Asia generally. Although the firm is particularly well known for acting for some of the world’s largest private equity houses, it also assists independent boutiques with their first-time fundraisings; this was demonstrated when Adam Furber and Michael Ceulen acted for Zebra Global Capital Management (which focuses on investments in innovative technologies) in the formation of its China-focused debut fund Zebra Capital Partners LP, which reached a hard-cap of $800m in capital commitments. Outside of China, in 2016, Furber and Ceulen acted for Welkin Capital Partners in the formation of a series of single investment funds focused on investments in Vietnam. CVC, KKR, Silver Lake, Yunfeng Capital and Shunwei Capital are other notable clients. Adam Furber heads the Asia private funds practice.

Weil, Gotshal & Manges LLP is among the standout firms in the market for private equity funds matters, and is valued for its ‘deep bench of funds lawyers’, who ‘work seamlessly with practitioners in related practice areas and other markets to deliver consistent and clear one-stop advice’. The team has a fine record in successfully acting for managers focused on investments in Greater China, India, South Korea, Japan and on a pan-Asia basis. The group combines US law expertise with an ability to understand local market issues (members of the team are fluent/highly proficient in Mandarin, Korean and Japanese, as well as English). The team acted for Boyu Capital in the $2bn fundraising for a China-focused private equity fund in 2016 and is also assisting The Longreach Group with the fundraising for its Japan-focused buyout fund LCP III, which is targeting $650m in capital commitments. Former team co-leaders John Fadely and Albert Cho, along with the up-and-coming Youjung Byon, have joined Gibson Dunn.

Although Akin Gump Strauss Hauer & Feld LLP has a historical focus on alternative investment funds, which includes hedge funds and various types of private equity funds, it has expanded its retail funds offering. The practice is catered towards sponsors and investors, with the team handling every type of issue that arises at all stages of the funds lifecycle. On the regulatory front, the team’s expertise spans a number of areas, which includes advising Asia-based sponsors on the implications of the Alternative Investment Fund Managers’ Directive (AIFMD), as well as US regulatory compliance matters. It also assists US and European clients with Asia-related issues. Anne-Marie Godfrey leads the team, which also includes counsel Chris Knight and associate Tamilia Chiu.

At Baker McKenzie, a core area of strength is in private equity real estate, where the firm features prominently in a significant number of high-value and landmark fund launches; in 2016, Jason Ng (a co-chair of the global funds group), special counsel Edwin Wong and associate Peter Kim acted for Gaw Capital Partners in the launch of its fifth flagship pan-Asian private equity real estate fund, Gateway Real Estate Fund V, which raised $1.3bn plus another $500m in sidecar commitments. The team also assisted the same client with forming Gaw Hospitality Fund I, representing Gaw Capital’s first private equity real estate fund solely focused on investments in the hotels sector in the Asia Pacific region. On the limited partner side, recent highlights included advising Canada Pension Plan Investment Board on its investments in Logos Singapore Logistics Venture and Logos Indonesia Logistics Partners, funds established by LOGOS Property Group to invest in logistics facilities in Singapore and Indonesia respectively. Martin Tam specialises in structuring and forming ETFs, as well as obtaining associated SFC authorisations. Sophia Man is particularly knowledgeable about setting up mandatory provident funds (MPFs) and occupational retirement schemes ordinance (ORSO) products, as well as their restructuring, management and related regulatory issues. Elsewhere, the team is a dominant player in the Hong Kong REITS market; Milton Cheng has been involved in nearly all the capital raising and acquisition transactions in Hong Kong to date and special counsel Jeremy Ong is also recommended in this area.

DLA Piper’s funds and investment management practice in Asia is led by Luke Gannon, who has more than 25 years of experience acting for investors, sponsors and investment banks, among other clients. A notable growth area for the firm has been in real estate funds; Gannon recently acted for Aviva Real Estate Investors in its investment into a Japan-based real estate fund focused on the local student housing sector, and also advised Igis Asset Management on the formation of a real estate fund seeking to raise capital across 20 jurisdictions for the purpose of investing in commercial properties in South Korea. In the hedge funds sphere, the team has been active in a number of fund restructures, which recently saw Gannon handling the restructuring of multi-strategy fund for Lygh Capital. The firm also demonstrates strong capabilities in various other asset classes, such as private equity buyout funds, infrastructure funds, debt funds and retail funds.

The team at Dechert provides ‘a generally better combination of knowledge, responsiveness, commercial sense and value for money than other similar firms’. In addition, ‘it has a global reach, which is needed for Asia-based fund managers’. Michael Wong joined the firm from K&L Gates in January 2017 (succeeding the outgoing Angelyn Lim as practice head, following Lim’s departure to become an independent consultant). Wong has broad experience across a range of alternative investment funds, including hedge funds, private equity buyout funds, infrastructure funds, debt funds and real estate funds. In 2016, the team acted for China Everbright in the formation of CEL Global Investment Fund, which targeted $500m in capital commitments to invest in industrial companies in the US and Europe. It also assisted Capital Focus Asset Management with the formation of the Elephant Club Consumer Debt Fund, which is one of the first peer lending funds in Hong Kong. In the retail funds arena, Alquity, Wells Fargo and Manulife are among the firm’s key clients. Karl Egbert, who divides time between Hong Kong and New York, has vast experience acting for Asia-based and US hedge fund managers. Associate Simon Wong, who is another recent hire from K&L Gates, is also highly regarded.

King & Wood Mallesons has a notable capability in private equity funds (where it acts for sponsors and limited partners) and its footprint in China and further afield is complemented by experience in sectors such as real estate and infrastructure. Guo Sun Lee and others have been assisting Logos Property Group with raising capital for Logos Singapore Logistics Venture and Logos Indonesia Logistics Venture, to invest in logistics and industrial facilities in Singapore, Indonesia and elsewhere in South-East Asia. In another matter, Jingjing Jiang was the lead adviser to China Resources Enterprise on the formation of a Cayman fund focused on investments in the Chinese consumer retail sector, with a target commitment of $1bn. The firm also has an active presence in the Hong Kong ETFs market. Hayden Flinn and Helena Huang also have significant funds practices. Yi Zhao joined QIC as a senior legal counsel.

Proskauer Rose LLP has a focus on private investment funds, which includes private equity buyout, venture capital and real estate funds, among other asset classes. The practice has seen an increase in deal flow arising from Asia’s fast-growing secondaries market; it handled more than 50 secondary market transactions in 2016. Key clients in this area include Ardian and HQ Capital. In addition to undertaking secondary transactions, consultant Lynn Chan advises sponsors and investors on fund formation and management, primary investments and co-investment transactions, and carried interest arrangements. Associate Winnie Chan is a name to note.

Shearman & Sterling’s practice is embedded in private equity funds (including real estate funds) and hedge funds, where the firm assists sponsors with fund structuring and formation, capital raising and ongoing management. Its international platform makes its team particularly well placed to advise on US, UK and Hong Kong regulatory issues. Another cornerstone of the practice is in investor-side representations. Native Mandarin speaker Lorna Xin Chen, who heads up the practice in Asia, is qualified to practise in New York, Hong Kong and the PRC. Senior associate Simon Williams is another key figure.

White & Case has an outstanding track record assisting sponsors with forming and launching particularly sophisticated and groundbreaking private fund structures; the work encompasses hedge funds and private funds (including real estate funds, credit, distressed debt, buyout and special situations), as well as hybrid funds. In addition to having a highly regarded specialist funds team, the firm is also valued by clients for being able to leverage the expertise of practitioners in ancillary areas, such as tax and real estate, and across multiple jurisdictions. Illustrative of the quality of the work, Anthony Wong acted for PAG Real Estate Partners in the establishment of its $1.3bn debut core-plus real estate fund in Asia in 2016. Other high-calibre clients include China Cinda (HK) Asset Management, eShang Redwood, Orion Partners and Qatar Investment Authority. Practice head Sharon Hartline has more than two decades of fund formation experience.

Ashurst’s investment funds team is ‘highly commercial and attuned to the needs of the clients’, and also praised for its ‘seamless support from other associated departments’. Asia practice head Dean Moroz, who has focused exclusively on private equity investment funds mandates of various types since 2006, is ‘highly recommended’; he is ‘sharp, commercially savvy and anticipates (rather than reacts to) issues’. Illustrative of the high-end nature of the firm’s funds practice; it particularly stands out in mandates connected with regulated industries, such as real estate, infrastructure and renewable energy. In addition, it frequently handles mandates with a nexus to emerging markets. In 2016, Moroz and senior associate Derek Leung were part of a cross-office team that acted for APG Strategic Real Estate Pool in its $450m joint venture vehicle with The Xander Group to invest in real estate in India. Moroz and Leung also advised the same client on the formation of a $275m club real estate fund (managed by Godrej Properties) to invest in Indian residential real estate projects. The team is also active in funds mandates involving other markets; Moroz is assisting Delta Capital Myanmar with establishing its second fund, which is targeting capital commitments of $100m, and is also advising Asia Summit Capital on launching a $50m fund to make venture capital investments in Indonesia.

Morrison & Foerster’s funds practice was bolstered by the lateral hire of Serena Tan from Debevoise & Plimpton LLP in February 2017. Noted for her eight years of private equity investment funds experience, Tan’s arrival enhances the firm’s private equity funds offering, which spans buyout funds, real estate funds, credit funds, infrastructure funds and venture capital funds, among other asset classes. In addition to acting for sponsors in fund formation mandates, the team also acts for banks and insurance companies in LP-side matters. Tan brings China-focused funds expertise, which complements Jason Nelms’ international funds experience. In 2016, Nelms worked with members of the Singapore and San Francisco offices to assist Global Logistic Properties with forming and launching a $2bn real estate fund GLP Japan Development Venture II; this was a Japan-focused real estate fund structured as a 50:50 joint venture vehicle with Canada Pension Plan Investment Board (CPPIB). Nelms was also recently a key adviser to IndoSpace on the formation of IndoSpace Core (another joint venture with CPPIB), which will focus on acquiring and developing modern logistics facilities in India. Matthew Lau, who is a funds-focused tax partner, is another name to note.

Indicative of Orrick, Herrington & Sutcliffe LLP’s growing private funds practice, it hired former Jones Day partner Scott Peterman, who focuses on acting for sponsors of and investors in private equity buyout funds, real estate funds and hedge funds, among other vehicles. Industry veteran Sook Young Yeu, who has 30 years of experience in the private funds arena, is leading a cross-office team in the advice to an Asia-based government entity on its circa $3bn aggregate investment in several vehicles, including buyout funds, funds of funds and technology funds. Yeu is also providing ongoing advice to Asia-based Hong Kong licensed and/or US registered fund managers on fund and fund manager regulatory issues related to the Dodd-Frank Act and FATCA, among other matters. Clients of the practice include QL Asset Management, APC Fund Management and Overlook Investments.

Paul Hastings LLP’s practice garners acclaim for its experience in private equity real estate funds, where it has an impressive track record in sponsor and investor-side mandates. In 2016, highlights included acting for Ping An Insurance in raising a Chinese RMB fund and forming two joint ventures with Pacific Eagle (US) Real Estate Fund, for the purpose of investing in the US residential development market. The team also acted for AEW Value Investors Asia II and sponsor AEW Capital Management in the formation of a circa $590m fund targeting real estate investment opportunities in Asia. David Blumenfeld and Paul Guan are key contacts.

Ropes & Gray LLP’s nine-strong team is led by Vincent Ip, who made partner in November 2016, and is mainly active in the private equity funds arena. The group has a solid client base of institutional investors (particularly sovereign wealth funds, pension funds and funds of funds), for which it handles the formation of separately managed accounts, direct investments into funds and co-investments, among other matters. On the sponsor side, the firm handles a healthy pipeline of fund formation work for Hong Kong/PRC-based and global asset managers. Geoffrey Chan joined Skadden, Arps, Slate, Meagher & Flom LLP.

Although Slaughter and May does not have a dedicated investment management team, its breadth of expertise across multiple specialisms enables it to provide a similar offering to more traditional practices. The firm acts for many of the largest and most active global sponsors in the formation of a wide variety of fund types, including private equity buyout funds, retail funds and hedge funds; key clients include Bain Capital, TPG, Och-Ziff and Fidelity. It also handles associated financing, securities and fund restructurings, among other matters. A particular sweet spot is in advice to investors on investments into real estate funds. Jason Webber and Peter Lake are other names to note, as is associate Ben Heron.

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