Channel Islands: Jersey

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Practice area

IFLR1000 Reviews

Overview

Solicitors governing body: The Law Society of Jersey

Competition authority: The Channel Islands Competition and Regulatory Authorities (CICRA)

Financial regulator: Jersey Financial Services Commission

IFLR1000 ranking categories for this jurisdiction:

Financial and corporate, Investment funds

Jurisdiction overview

The Jersey legal system has been influenced by the same three elements that influence its culture. Alongside the English Common Law model of its governing state, the jurisdiction’s legislation also has elements of French civil law and even Norman customary law (which is similar to common law except that the law is based on common usage rather than judicial verdict).

The jurisdiction is an offshore financial centre and has encouraged elements of the financial services industry to relocate by maintaining relatively low rates of tax. The jurisdiction is increasingly trying to attract capital and interest from new regions of the world, with recent overtures being made to Asian countries particularly China. Jersey’s relationship with the UK and the EU are often used as a selling point and highlighted in contrast to other offshore centres.

The legal industry has grown in tandem with the economy and thus the largest law firms in the market are those who also have bases in other offshore centres and UK crown dependencies such as Guernsey, the British Virgin Islands, the Cayman Islands and increasingly, Hong Kong and Singapore.

The lawyers who staff these firms are a mix of Jersey qualified professionals and those qualified in the UK (primarily England and Wales) and other former British colonies such as Hong Kong or Australia. A common career history for a Jersey lawyer is to have received training and practised in a London corporate law firm before relocating.

Because of the nature of the Island’s economy, lawyers will generally work in tandem with firms from other jurisdictions (primarily the UK) advising on the local elements of cross border financings or acquisitions where a Jersey subsidiary or holding company is involved. The Island is also a centre of the investment fund industry and a lot of legal work is focused around the set-up of Jersey vehicles and related fund raisings, capital markets listings, acquisitions and disposals.

The most significant change to the funds regime in recent years and one which lawyers have been heavily engaged on, has been the Alternative Investment Fund Manager’s Directive (AIFMD), which regulates the types of funds that can be marketed in the EU. As it stands Jersey managers can market their funds using the national private placement regime, which will be in place until at least 2018, at which point it is hoped by those on the island that the jurisdiction will be granted a ‘passport’, which essentially allows funds from non-EU countries to be marketed.

Jersey law firms also commonly offer fiduciary and fund administration services to clients alongside their legal offering.

Financial and corporate
Appleby

Appleby has one of the widest spreads of all the major offshore firms including offices across the Caribbean, Asia-Pacific and in all three crown dependencies, on this last point it is worth noting that it is the only Channel Islands firm to also boast an Isle of Man office.

In the banking sector the firm acted for HSBC on the transfer of its banking business from HSBC Private Bank to HSBC Bank, which involved court sanctioned schemes in Guernsey, Jersey and the Isle of Man. The firm also advised Barclays on the refinancing of Premier Oil’s debt.

In the capital markets the firm advised PraxisIFM Group on its listing on the International Stock Exchange; acted for Tritax Big Box REIT on its note programme and a related financing; advised Sime Darby Property in relation to its listing on the Bursa Malaysia Securities; and acted for Goldman Sachs as the initial purchaser of notes linked to the acquisition of CPA Global.

In the funds space the firm has been primarily engaged in corporate and fund management matters for the likes of Stirling Square Capital Partners, Atrium European Real Estate and Phoenix Spree Deutschland. In fund formation the firm acted for Montana Capital Partners on the launch of its fourth fund and HV Holtzbrinck Ventures Holding on the launch of a Jersey feeder fund.

In M&A the firm acted for Blackstone on the sale of Logicor; advised Aviva Life & Pensions UK on insurance business transfers; and acted for Kennedy Wilson Europe Real Estate (KWE) on its merger with Kennedy Wilson Holdings.

Staffing changes include the addition of private client and trusts partner Alison MacKrill from Carey Olsen.

Client feedback

"Appleby provides a very good service, advice is pertinent and commercial and provided by the appropriate lawyers. They also have a presence in several jurisdictions which can be very helpful when you need cross border advice or advice in several jurisdictions." – Investment funds

"Highly responsive and very professional." – M&A

"Good strength in technical understanding, particularly from partner. Worked well with onshore counsel and the client to meet the agreed timetable." – Investment funds, regulatory

Bedell Cristin

Bedell Cristin has offices in Guernsey, Jersey and the British Virgin Islands. Alongside the core areas within financial and corporate, the firm also highlights specialisms in Islamic finance and structured finance and securitisation.

In banking, highlights include work for Vitol on an oil-for-loan deal with Shoreline Energy; work for The Bank of Tokyo-Mitsubishi UFJ on the refinancing of a loan to Petrofac; and work for VTB Bank on the financing of CEFC China Energy Company’s acquisition of a stake in Rosneft.

In the capital markets the firm advised Westfield on the setup of a REIT and its subsequent listing on the International Stock Exchange. In the structured finance area highlights include work for DZ Bank on work relating to the Coral Capital ABCP programme of receivable transfers.

In the investment fund space the firm advised on the establishment of George Capital Real Estate Fund 2 and its conversion to a Jersey Private Fund. Other highlights included work for 90 North on the establishment of two Jersey cell real estate investment funds; work for Karlin Real Estate and GreenOak Real Estate Advisors on the establishment of private funds and investment syndicates setup to invest in UK commercial real estate; and work for Harrison Street Real Estate Capital on the establishment of Harrison Street European Property Partners II.

In the M&A space the firm acted for WisdomTree Investments on its acquisition of ETF Securities’ European exchange-traded commodity, currency and short-and-leveraged business; work for Leonard Green & Partners on the acquisition of the IP and tech business of CPA Global; and work for GI Partners on the sale of the corporate structure holding Aldwych House.

Staffing changes include the departure of funds partner Emily Haithwaite to Ogier.

Carey Olsen

Carey Olsen has offices in the Channel Islands and across the Caribbean in Bermuda, BVI and Cayman. In addition the firm has outposts in London, Hong Kong, Singapore and Cape Town. 

The firm acts for a large number of entities on both the LSE and The International Stock Exchange and is strong in both M&A and equity capital markets. In addition the firm highlights its structured finance and securitisation offering.

In banking the firm splits its work between acquisition, fund, real estate and regulatory finance. Highlights include work for New River Retail REIT on its new financing.

In the capital markets the firm acted on high yield debt refinancings and work on a credit linked securitisation. Other highlights included work for ARC Fiduciary on the launch of Jersey’s first ICO; and work for EJF Investments on its LSE IPO.

In funds the firm points to work for over 500 Jersey serviced investment funds in 2017, in addition it acted for a number of REITs. Highlights from the research period include work for SoftBank on the conversion of SoftBank Vision Fund from a private structure to an expert fund; work for Global Advisors on the launch of the first ever crypto-denominated fund; and work for Quinbrook Infrastructure Partners on the launch of a low carbon power fund.

In M&A highlights include work for Delphi Automotive on the spinoff of its powertrain systems segment; work for Cape on its takeover by a subsidiary of Altrad Investment Authority; and work for SEGRO on the acquisition of Airport Property Partnership.

Client feedback

"Excellent. Strengths being the ability to deliver under pressure and dedicate themselves to their clients." – Investment funds, M&A

"Thorough and efficient." - Banking

"Top tier practice that works with our team seamlessly to deliver excellent client service." – Banking, insolvency

Alex Ohlsson

“Excellent knowledge of legal structures and the commerciality of deals.”

Peter German

“Technically excellent, understands my practice and behaves like a complimentary part of my team.”

Rebecca McQuillan, Will Whitehead    

“Both have provided excellent work supporting Alex Ohlsso.”  

Lexstone Lawyers

Lexstone Lawyers emerged from Hatstone in 2015 and has been growing steadily since. It now has a team of ten fee earners and has largely focused on finance work during the research period.

Highlights from the research period include work for Bank of Ireland on Jersey banking matters; work alongside Norton Rose Fulbright in advising Münchener Hypothekenbank on the financing of a Pall Mall Unit Trust and separately DBS Bank on the financing of Bond House; work alongside Gowling WLG on a real estate financing for Svenska Handelsbanken; and work for Angel Trains on general corporate work including the establishment of two SPVs.

The firm added a legal consultant to its ranks during the research period in the form of Norman Day for Hatstone.

Client feedback

"Responsive firm which is extremely knowledgeable in the corporate aspects of real estate finance." - Real estate finance

Mourant Ozannes

Mourant Ozannes has offices in both the BVI and Cayman in addition to its Channel Islands base and also has offices in the finance centres of London and Hong Kong. It is one of the largest firms on Jersey. During the research period the firm acted on a number of banking, M&A and debt capital markets deals with notable work in real estate acquisitions.

In banking, highlights include work for a syndicate of banks on the refinancing of Intu’s Merry Hill portfolio; advised Eircom on the extension of its existing financing and on a high yield issue; and acting for O3b Networks on its refinancing.

In M&A the firm acted for Informa on its offer for UBM; advised Brookfield on its sale of Gazeley; advised Centerbridge Partners on its acquisition of Sompo Canopius; and acted for Swiss Re on its investment in MS&AD Insurance Group Holdings.

In the real estate sector a notable highlight was the firm’s work for the lenders on the financing of the acquisition of the Leadenhall building in London. The firm also advised Greystar on the acquisition of real estate assets in London’s Docklands.

In the funds space the firm has an enviable client base, claiming work advising 790 funds during 2017. The firm also acted on the first five Jersey Private Funds established under the JFSC's Private Funds Guide. Highlights include advising CVC Capital Partners on the launch of CVC Capital Partners VII; work for Accent Equity Partners on the launch of Accent Equity 2017; work for Activum on the launch of Activum SG Fund V; and work for DRC Capital on the launch of its first Jersey based expert fund.

Staffing changes include the departure of partner Simon Felton to Ogier.

Client feedback

"Market leader." - Banking

"Great team, very responsive and knowledgeable. As we charge on a time costed basis it is important to work with intermediaries who work in a similar manner and who are proactive and client focused." – Banking, regulatory

"Mourant provides a reasonable service and are more commercial than some of their competitors." – High yield, M&A

"The team led by Mark Chambers and Alistair Horn is highly experienced in the fields of investment funds and regulatory advice. Thoughtful and valuable advice combined with great response times." – Investment funds, regulatory

"Very responsive and thorough." - Corporate

"Responsive, commercial, technically impeccable." – Regulatory, restructuring and insolvency

"Supporting our banking and investment business in Jersey and Guernsey, they are quick, focused and cost effective." - Banking

Ogier

Ogier has offices in the traditional offshore centres in the Caribbean and across the Channel Islands but it can also offer clients the services of its Luxembourg office, which is of particular benefit in the funds space. The firm has had a particularly active run in M&A and banking during the research period and has enviable client base of leading banks.

In banking, deal highlights include work for Legal & General Investment Management on the refinancing of Abellio rolling stock and work for Adeem Investment & Wealth management on the restructuring of its conventional and Islamic finance facilities.

In the capital markets, highlights include advising EN+ Group on its LSE IPO and work for United Company Rusal on an issue of Panda bonds on the Shanghai Exchange.

In investment funds, highlights include work for Medicxi Ventures on the establishment of a Jersey Expert Fund Medicxi Growth I Fund; work for Pemberton Asset Management Holdings on the formation of feeder fund Pemberton European Debt Investments Jersey II; and work for AEW Capital Management on the establishment of private fund AEW Value Investors Asia II.

In M&A, highlights include work for Kennedy-Wilson Holdings on its merger with Kennedy Wilson Europe Real Estate; work for LKK Health Products Group on the acquisition of 20 Fenchurch Street (the ‘Walkie Talkie’); and work for Hellman & Friedman on the acquisition of Allfunds Bank.

Staffing changes include the hire of partner Simon Felton from Mourant Ozannes and funds lawyer Sophie Reguengo from Walkers. 

Client feedback

"Great firm - really took responsibility for their scope of work and provided commercial and pragmatic solution based results." – Banking, capital markets

"Ogier - in particular Emily Haithwaite has been a star. She has been a steady, calm and clever adviser and has really helped our client in a practical way." – Investment funds, regulatory

"Ogier has a very strong bench of partners and are very accessible." – Investment funds

"Ogier is one of three firms I use in the Channel Islands but is usually my first port of call. I find them very user friendly and responsive. We have built up a good working relationship over a number of years." - Banking

"Responsive and can-do." – Banking, M&A

"Strong and commercial." – M&A

"The team led by the exemplary Niamh Lalor is market leading for all aspects of investment fund structuring and operation, including for the most complicated work." – Capital markets, M&A

"Very good, responsive, especially Katrina Edge." – Real estate funds

"Very high quality, always consistent and prompt to respond. They have a large team dedicated to investment funds and a high degree of partner involvement. They are also willing to spend time on joint business development initiatives and ensure we are up to date on relevant legal developments." – Investment funds

"Highly knowledgeable partners in the field of acquisition finance and M&A." – Banking, M&A

"I worked with Ogier's Jersey and Guernsey offices on several standalone bond issues where they acted as local counsel for the issuer. They are extremely responsive and accurate with timescales. They assisted with all the usual activities of local counsel on a standalone bond issues - i.e., reviewing the prospectus for local law points, providing corporate authorisations, and providing opinions. Ogier did each of the above things to a very high standard, kept to timescales, and did not provide any surprises on costs. We would certainly recommend them in this role and look to appoint them ourselves again." – Capital markets

"Excellent service, good quality team and pragmatic in their thinking." - Corporate

Walkers

Walkers has offices in the Channel Islands, BVI and Cayman as well as in financial hubs of London, Hong Kong, Singapore and Dubai. In addition it is the only firm active in the Channel Islands to also boast an Irish office. Alongside the core areas the firm points to strengths in real estate and Islamic finance. 

In the investment funds area the firm acted for Lighthouse Canton PTE and Trinity House Advisors on the establishment of a closed-ended fund and advised Thoma-Bravo on the establishment of an investment structure linked to the acquisition of Lexmark International.

In M&A, highlights include work for China Tian Yuan Manganese on the acquisition of a Jersey based manganese ore producer.

Though much of the firm’s other work is confidential it can be said that it has picked up numerous financing and refinancing deals and work on listings on the International Stock Exchange.

Staffing changes include the departure of Sophie Reguengo who joined Ogier.

Client feedback

"Nigel Weston and Hayden Reyngoud were excellent, very responsive." - Banking

"Very responsive, commercial team players." – Investment funds

"Very responsive and capable of providing effective solutions to issues posed by the particular nature and circumstances of the financing and security to be provided." - Banking