APPLYING OUR EXPERTISE TO THE SERVICE OF BUSINESS STRATEGIES

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1 CREATIVE SOLUTIONS

2 AT ARCHERS, WE PROVIDE ASSISTANCE, ADVISORY SERVICES AND DEFEND THE INTERESTS OF OUR CLIENTS IN ALL OF THE MAIN AREAS OF BUSINESS, TAX, FINANCE, REAL ESTATE, LITIGATION, ARBITRATION AND BANKRUPTCY. WE OFFER A COMBINATION OF MULTIDISCIPLINARY SKILLS Archers includes specialized departments. Sharing the same culture and desire to pool skills, the various departments are used to working in close collaboration. Common professional and human ethics are shared by all our lawyers. This community of interest makes a real teamwork possible, as well as offering a key assistance to every issue in accordance with our clients requirements. APPLYING OUR EXPERTISE TO THE SERVICE OF BUSINESS STRATEGIES AN ENDURING CLIENT RELATIONSHIP WITH RENEWED CONFIDENCE At Archers, our core concern is a mutual relationship based on listening and trust with each of our clients. Our in-depth knowledge of the business activities and organisation of each client allows our lawyers to offer the best advice, tailored to each situation. In addition to their purely technical abilities, our lawyers are recognized both for their negotiation skills, due in particular to their effective knowledge of their client s business activities, and for the innovative solutions that they have to offer.

3 PRACTICES BANKING & FINANCE CORPORATE, MERGERS & ACQUISITIONS LITIGATION & ARBITRATION PRIVATE EQUITY PRIVATE CLIENTS REAL ESTATE TRANSACTIONS RESTRUCTURING & INSOLVENCY TAX We advise our clients, which include industrial groups, insurance companies, investment funds, financial institutions, French and foreign alike, or their directors and officers, in the main areas of commercial law both in France and abroad via a network of correspondents that have been chosen specifically for their competence and efficiency. CLIENTS MAIN AREAS OF EXPERTISE AUTOMOBILE / TRANSPORT BANKING AND INSURANCE DISTRIBUTION HEALTH HOSPITALITY INDUSTRIAL ENGINEERING COMPANY INVESTMENT LUXURY GOODS INDUSTRY PRESS / CINEMA AND TV PRODUCTION REAL ESTATE SPORTS TELECOMMUNICATIONS

4 BANKING & FINANCE the law as a lever for financial strategy OUR TEAM S PRACTICE ESSENTIALLY FOCUSES ON THE FOLLOWING AREAS: Archers Banking & Finance department provides advice to banks, financial institutions, insurance companies, corporations, alternative investment fund managers and real estate professionals in the field of banking and finance law and of capital markets. Our lawyers have a perfect grasp of their clients requirements due to their extensive experience as regards structuring and negotiating finance documents. Furthermore, on account of their consistent assistance to listed companies, they usually get in touch with the various stock exchange and regulation authorities. FINANCE Finance structuring Negotiation and drafting finance documents and implementing the security package Structured finance / LBO Real Estate finance Islamic finance Issuance and placement of financial or debt securities (private offers / public offers) Sale and purchase of bank debt STOCK EXCHANGE REGULATIONS & PUBLIC OFFERING OF FINANCIAL SECURITIES Initial public offerings (structuring, drafting and negotiation contractual documentation) Advice for the implementation of the various types of bids (voluntary or compulsory bids, squeeze out procedures) and drafting relevant documentation Interfacing with stock exchange authorities and assistance with monitoring stock exchange regulations Advice on and implementation of the facilities for the financing of proposed bids Public offerings of financial securities, including issuing and placement of financial or debt securities Our team thus offers a full range of services in the aforementioned areas of law, with the support of the experience and technical skills of lawyers from the other departments when necessary. Benefitting from a multidisciplinary background, our lawyers capitalise on their dual experience as advisors to lenders and borrowers, enabling them to offer each client a wise advice, protecting their clients interests whilst facilitating negotiations with their counterparts. REGULATORY VISAS Creation of investment vehicles (OPPCI, SEF, société foncière) Obtaining visas from the stock exchange authorities (AMF) Assistance with regulatory compliance and in particular for the implementation of the Alternative Investment Fund Managers Directive (AIFMD) INVESTMENT SERVICES & BANKING REGULATIONS Incorporation of credit institutions or investment services providers, obtaining visas and European passport procedures Advice on the application of banking and investment services regulations Assistance before the regulators

5 CORPORATE, MERGERS & ACQUISITIONS a bespoke response to your corporate governance issues Archers Corporate, Mergers & Acquisitions department has been providing guidance, closely and with a strong emphasis on responsiveness for over two decades, both to French and international clients, business owners and their legal and financial departments in all their corporate operations and on all the issues related to this area. The aim is to provide advice tailored to our clients personal needs, to design, to organize and to implement the appropriate legal documentation with the technical security allowing the relevant situation or transaction to be treated within tight deadlines. OUR TEAM S PRACTICE FOCUSES ESSSENTIALLY ON THE FOLLOWING AREAS : ACQUISITIONS AND TRANSFERS OF COMPANIES CAPITAL TRANSACTIONS AND ACQUISITION OF INTERESTS OF ALL INVESTORS CORPORATE TRANSACTIONS Equity transactions Transfers and joint ventures ORGANISATION OF GROUP STRUCTURES Organisation of group structures (mergers, split offs, spin offs, setting up of holdings) Organisation of shareholdings (shareholders agreements, setting up of family holdings) Corporate Governance Managers status (management packages) The Corporate, Mergers & Acquisitions practice group benefits from all the synergies and cross disciplinary skills of the firm, especially in the fields of tax, real estate and finance. Our lawyers have a cross-disciplinary experience acquired within the framework of major transactions or of specific or sensitive contexts. They have also enduring close relationships with most managers and officers they advise, and a solid history of working collaboratively with them, thus facilitating the personalisation and the efficiency of their guidance.

6 TAX faced with the complexity of french tax rules and of the key challenges of the global economy, a cross-functional approach, tailored to each client s requirements, is necessary! Archers Tax department focuses on identifying the most appropriate tax solutions with their clients, whether in the context of the regular monitoring management operations or within the framework of more complex transactions, both in France and abroad. From international groups to French SMEs, our Tax department provides advisory services to a wide variety of clients, as well as to foreign correspondents where they are confronted with French tax law issues. Our lawyers also provide assistance to clients within the framework of complex tax litigation and audits. OUR LAWYERS DEAL MORE PARTICULARLY WITH: CORPORATE TAX Tax consolidation Transfer pricing / international tax Tax on financial transactions Tax relief rulings TRANSACTION TAX Tax aspects of acquisitions, restructuring, mergers-acquisition, LBOs, OBOs, MBOs Structuring of foreign group investments in France REAL ESTATE PROJECTS Assistance within the framework of real estate portfolio acquisitions (long term capital gain structuring, choice of acquisition vehicle structure) or within the framework of real estate asset outsourcing transactions Taxation of SIICs, OPCIs, SCPIs Guidance within the framework of routine issue management (real estate VAT, 3% tax, registration duties) Through regular contacts developed with law firms throughout thirty countries, our lawyers can provide guidance to their clients in their international development in most major World economies. Our lawyers core concern is a relationship based on trust and listening towards all their clients, in a long-term partnership approach. They implement the latter creative, versatile and suitable solutions with managers and officers, which permit them to manage their projects upstream and maximize their structuring. AUDITS AND LITIGATION Assistance with audits of accounts Negotiations with the tax authorities Tax litigation before judicial and administrative courts

7 LITIGATION & ARBITRATION recommending and implementing a tailored and original strategy for both pre-litigation and litigation situations The ambition of Archers Litigation & Arbitration department is to provide support to our French and international based clients in any disputes or crises they become involved in, with a single aim: offering a creative, independent and dependable solution that do permit the dispute or the crisis situation possible to be resolved. THE DEPARTMENT PROVIDES ASSISTANCE AND REPRESENTATION TO OUR CLIENTS: Before most French courts and authorities In pre-litigation and litigation matters In court or in the context of alternative dispute resolution proceedings chosen by the parties (arbitration, mediation, conciliation, etc.) THE CASES HANDLED BY THE LITIGATION & ARBITRATION DEPARTMENT RELATE IN PARTICULAR TO: Commercial litigation in general Post-acquisition disputes Disputes between shareholders, or regarding issues of directors or officers liability Insolvency related litigation Finance and regulatory litigation Criminal litigation. The members of our Litigation & Arbitration department have developed extremely close relationships with a wide number of foreign partners and lawyers, which enables them to provide support to major international clients. Given their transactional experience as well, our lawyers can cope with any complex situation and can suggest sophisticated strategies both in litigation and arbitration, which permits our clients to be successful.

8 PRIVATE CLIENTS from structuring to transfer of assets, our legal, financial and tax expertise will serve your long term projects Archers Private Clients department has been advising business directors and family offices as well as French or foreign individuals residents for over twenty years. Our lawyers experience, renowned both in tax and civil law areas, enables them to provide guidance to individuals for advisory services in and for implementing the legal and tax tools required to the organisation and transfer of their private or professional assets. OUR LAWYERS PRACTICE FOCUSES ESSENTIALLY ON THE FOLLOWING AREAS: HOLDING, MANAGEMENT AND ORGANISATION OF FAMILY OWNED STRUCTURES (shareholders agreements, Dutreil pacts, setting up family holding companies, complex agreements) ORGANISATION OF CAPITAL-TRANSFERS (prior structuring, operational organisation) MAXIMIZING TAX EFFICIENCY OF THE LEGAL REGIME OF DIRECTORS AND OFFICERS (organising the tax liabilities on flows and of the various taxes encumbering estate) MANAGEMENT PACKAGE STRUCTURING ASSISTANCE AND REPRESENTATION FOR TAX AUDITS AND LITIGATION OF INDIVIDUALS The team s practice benefits from all necessary cross-disciplinary skills and synergies enabling them to provide advice which is tailored to each situation, and to analyse, design, organise and implement technical, bespoke and highperformance solutions. In this perspective, we can include into our service package the skills of notaries and/ or private bankers, if necessary. Benefitting from cross-disciplinary experience acquired in different industrial or commercial, real estate or financial sectors, our lawyers have improved special relationships with the directors and officers they advise, their companies and executive management teams. They always endeavour to maintain a consistent balance between the personal situation of the executives and their families and that of their businesses.

9 REAL ESTATE TRANSACTIONS offering pragmatic solutions to your complex real estate projects OUR TEAM S PRACTICE ESSENTIALLY FOCUSES ON THE FOLLOWING AREAS: Archers Real Estate Transactions department covers all areas of real estate transactions relating to the transfer of real estate holdings and assets, but also to these assets management. Our lawyers provide advice to a wide variety of French and foreign real estate market operators: institutional investors or specialized operators, insurance companies, property companies, investment wealth funds. The experience they have acquired in other legal or financial sectors but also their holistic approach to real estate matters enable them to propose innovative schemes and to anticipate any valuation issues regarding the real estate assets. TRANSFERS OF REAL ESTATE ASSETS Structuring and optimising acquisition or disposal strategies for real estate assets or rights, or for real estate companies Acquisition or disposal of real estate assets or rights, or of real estate companies (due diligence, negotiation and drafting documentation, post-acquisition advisory services) Sale & leaseback transactions CORPORATE REAL ESTATE Setting up of real estate vehicles (e.g. SCI, OPPCIs etc) Structuring of partnerships Drafting and negotiation shareholders agreements or partnership contracts LEASES & ASSET MANAGEMENT Negotiation and drafting leases (civil leases, commercial leases, professional leases, etc.) Negotiation and drafting property management, asset management and leasing agreements Our team never loses sight of tax aspects and works in close collaboration with our tax department. Our lawyers are also greatly appreciated for their negotiation skills, and their sense of initiative at finding the best possible compromise between parties. Their approach takes into account the practical constraints that are specific to each project. They often act upstream, offering their clients bespoke solutions, facilitated by their knowledge of the real estate sector and its key market operators. CONSTRUCTION & PROPERTY DEVELOPMENT Sales off plans (Sale in state of future completion) Negotiation and drafting construction agreements (e.g. turnkey contracts, project management agreements, works contracts) Follow-up and assistance to clients during their construction operations REAL ESTATE TAX Maximizing tax efficiency for acquisitions, holding and disposal of property and real estate rights Taxation of SIICs (REITs) Advising foreign investors on real estate investments in France

10 RESTRUCTURING & INSOLVENCY creative solutions for crisis situations The ambition of Archers Restructuring & Insolvency department is to provide support to our French and international based clients in all crisis situations, with a single aim: offering a creative, independent and responsible solution that permits this crisis situation to be brought to an end. Our Restructuring & Insolvency practice is cross-disciplinary in nature, as it continuously relies on all of the skill sets of our lawyers, whether these be in M&A, finance or tax, inter alia. OUR TEAM S PRACTICE ESSENTIALLY FOCUSES ON THE FOLLOWING AREAS: ADVICE AND ASSISTANCE IN ANTICIPATING CRISIS SITUATIONS Analysis of the potential crisis situation Management of alert procedures triggered by statutory auditors or work councils Applications for appointment of special mediators ( mandataires ad hoc, conciliators and, more generally, any interaction with courts.) ADVICE AND ASSISTANCE ON ALL ASPECTS OF INSOLVENCY PROCEDURES Safeguard proceedings, Receivership, Liquidation proceedings Debt restructuring Close co-operation with court-appointed receivers, corporate restructuring teams, auditors and public authorities ADVICE AND ASSISTANCE REGARDING MERGER AND ACQUISITION TRANSACTIONS INVOLVING DISTRESSED COMPANIES (COURT ORDERED TAKEOVERS IN PARTICULAR) OR RELATING TO COMPLEX SITUATIONS. The members of Restructuring & Insolvency department have also developed extremely close relationships with a large number of foreign partners and lawyers, which enables them to provide support to major international clients. With highly cross-disciplinary experience acquired in domestic or international transactions or in sensitive situations, our lawyers are the trusted advisers of our corporate clients and of their directors and officers in crisis situations or disputes.

11 PRIVATE EQUITY bespoke solutions for investment funds and executive management teams that making them catalysts for corporate change Archers Private Equity department provides advisory services to French and Anglo-Saxon investment funds, as well as to executives, for the structuring and completion of investments in the context of domestic or pan-european transactions. Through the years, thanks to their experience, our lawyers can work in close collaboration with their clients to organize and carry out their transactions and to maximize their return on investment. Our team is recognised as a leading operator in the French private equity market for many years. OUR TEAM S PRACTICE ESSENTIALLY FOCUSES ON THE FOLLOWING AREAS: ASSISTANCE TO INVESTMENT FUNDS During all phases of the transaction (including due diligence) On all tax and legal related matters pertaining to the transaction as well as its financing aspects (equity, mezzanine and debt) ASSISTANCE TO EXECUTIVE MANAGEMENT Tax and legal structuring of management packages Implementing rules of governance applicable to the transaction SPIN OFF AND STRUCTURING OF MANAGEMENT COMPANIES Designing profit sharing schemes for the investor teams Structuring management company modus operandi INTERNATIONAL PRIVATE EQUITY Particular expertise in the Luxembourg marketplace for LBOs and LBO related engineering operations Archers Private Equity department also delivers specific tax and legal expertise in structuring of LBO, management package and assets financing through our Luxembourg office. Whatever the characteristics of the suggested transaction, our yet integrated team of lawyers consistently offers our clients a threefold expertise which states in the following manner: Global coordination and Equity aspects Debt and mezzanine financing Tax structuring and audit

12 CREATIVE SOLUTIONS DYNAMIC & OPEN MINDED INNOVATIVE TECHNIQUES WE OFFER A COMBINATION OF MULTIDISCIPLINARY SKILLS APPLYING OUR EXPERTISE TO THE SERVICE OF BUSINESS STRATEGIES ASSOCIATION D AVOCATS À RESPONSABILITÉ PROFESSIONNELLE INDIVIDUELLE AVOCATS AU BARREAU DE PARIS 28 RUE DUMONT D URVILLE PARIS TÉL.+33 (0) FAX +33 (0) PALAIS P0436

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