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Private Equity

Advising clients for more than 30 years, we know every inch of the private equity legal terrain - our longstanding partner team has shaped much of it.

Ogier's dedicated Private Equity team understands the legal and administrative issues that arise across the full private equity life cycle.

We provide a full service offering to private equity sponsors, their advisers and intermediary law firms, advising on private equity fund formation, venture capital funds, capital raising, subsequent closings, financings, downstream transactions, wind down, and fund manager relocations.

Regularly working on big ticket and complex cross-border transactions, we are a "go-to" firm for this type of work and have been involved in some of the most noteworthy private equity deals in our jurisdictions, which include the leading global centres for private equity – BVI, Cayman Islands, Guernsey, Ireland, Jersey and Luxembourg.

Our award-winning team brings together leading lawyers from across our core services, who work closely with professionals from our corporate and regulatory services to help clients navigate the evolving legal and regulatory requirements in the private equity space.

Whether we are advising the world's largest private equity firms or start-up sponsors launching their first fund structure, we pride ourselves on delivering technical expertise and commercial solutions.

Services

Private equity fund formation and capital raising

Advising on private equity deal structures and fund formation, including offshore fund formation
Capital raising
Advising on, and forming, co-investment vehicles, AIVs, parallel funds, employee incentive schemes
Side letter negotiation
Advising on ongoing fund operation, including regulatory compliance
Advising on LP interest transfers
AML and AEOI advisory services, preparation of requisite compliance manuals
Establishing and advising management and advisory structures including GPs, special limited partners, carry vehicles and employee participation vehicles
Advice in relation to economic substance and AIFMD considerations
LP advisory services
Advising on term extensions, wind-down and termination

Private equity finance

Advice in relation to subscription credit and capital call facilities
Advice in relation to hybrid and net asset value credit facilities
Advice in connection with guarantees and other indebtedness incurred by funds, including guarantees and credit support offered in support of loans made to portfolio companies
Advice in connection with general partner or management lines of credit, including assignments of management fee income
Advice in relation to the listing of private equity investments
Acting as sponsor in respect of listing notes on The International Stock Exchange (TISE), Cayman Stock Exchange (CSX) and the Luxembourg Bourse Euro MTF market to take advantage of Eurobond exemption
Advising on borrowing and guaranteeing provisions in fund constitutional documents as well as ability to grant security
Advising financial institutions and private equity sponsors on leveraged buyout and acquisition financing transactions

Downstream corporate advisory - acquisitions

Acquisitions and disposals made by private equity funds, including the structuring of vehicles for these purposes
Establishment, structuring and regulation of corporate acquisition stack structures
Acquisitions and disposals of real estate by private equity real estate funds
Investment and shareholder agreements, bespoke articles of association and completion mechanics, including dealing with management interests (roll ups) and equity funding
Existing or new employee incentive plans
Registered office and corporate administration services

Downstream corporate advisory - exit phase

Exit of investments through IPOs on all international stock exchanges, including LSE, NYSE, NASDAQ, Hong Kong Stock Exchange and Euronext
Sale processes including population of data rooms and preparation of vendor due diligence reports

Disputes

Advice in relation to shareholder and investor disputes
Unfair prejudice and derivative/double-derivative actions
Advice in relation to, and assisting, activist shareholders
Claims against fund service providers including directors, managers, investment advisors, custodians and auditors

Restructuring and insolvency

Restructuring advice to creditors, shareholders and other stakeholders of distressed funds and portfolio companies
Advice in relation to enforcement options for creditors
Advice to insolvency office holders, directors and shareholders of distressed funds and portfolio companies

Private wealth services

Family unit trusts
Family partnerships
Wills and codicils
BVI VISTA trusts
Cayman STAR trusts
Charitable and non-charitable purpose trusts
Employee benefit trusts and pensions
Family offices
Guernsey and Jersey Foundations Private trust companies
Trust and ancillary deeds Trust disputes

Relocations and local legal services

Corporate immigrations
High-value residency
Immigration
Employment law
Competition law
Property services

Sustainable investment and private equity

Market benchmarking
Regulatory scan
Fund's impact strategy and approach
Investment sourcing and impact diligence
Impact portfolio monitoring and management
Impact report drafting

Corporate services

Independent directors
AEOI services (including FATCA and CRS)
AML Officers (Money Laundering Reporting Officer (MLRO), Deputy MLRO (DMLRO) and AML Compliance Officer (AMLCO))
AML online training, covering the required training modules relating to anti-money laundering, countering terrorist financing, and countering proliferation financing (AML/CTF/CPF)
Board support services, comprising full company secretarial and board support services, to reduce the administrative burdens of conducting board meetings for clients
Economic substance solutions to assist clients in meeting their regulatory obligations
Registered office services, ensuring all statutory requirements are met across jurisdictions

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