Luxembourg. GSK. The Difference.

Luxembourg. GSK. The Difference.

GSK Luxembourg. Who we are. GSK is a leading, independent commercial law firm with international reach and offices in Berlin, Frankfurt am Main, Hamburg, Heidelberg, Munich and Luxembourg. Today, our clients can call upon more than 160 lawyers with outstanding reputation handling both national and international work for our clients. The lawyers of GSK Luxembourg are registered with the Luxembourg bar and other European or US bars. We have brought together dynamic, multi-cultural teams of lawyers with a strong capability to analyse complex legal scenarios from different perspectives to find the best solutions to serve the interests of our clients. GSK Luxembourg is the trusted advisor of leading financial institutions, asset managers, private equity houses, insurance companies, corporates and FinTech companies, having both a local and global reach. Many of our lawyers are members of international organisations and regularly publish in their field of expertise. These experts are often invited to speak at legal and industry conferences. Our lawyers are active members of working groups organised by bodies of the financial industry in Luxembourg. At GSK, we consider legal research and contribution to the collective know-how of our lawyers key to strengthening our innovation and capability to think outside the box. We advise international and domestic clients across a wide range of areas in relation to > Corporate / M&A, Private Equity > Regulatory > Investment Funds > Real Estate > Capital Markets > Insurance > Banking and Finance > Tax GSK Luxembourg thrives to provide the highest quality legal advice and responsiveness combined with a pragmatic approach to meet the challenges and expectations of our clients. Solution driven in our approach we tailor our services to the exact business needs of our clients. Teamwork is one of our core values, as is respect, solidarity and integrity. This combination ensures that we work efficiently for the benefit of our clients. 02 03

GSK Luxembourg. What we do. Corporate / M&A, Private Equity Our corporate team provides expert advice to private equity and real estate clients, multinational companies, managers / board members and investment funds in connection with mergers and acquisitions, joint ventures, the structuring of international transactions, corporate reorganisations, restructuring and insolvency, corporate housekeeping, management participation schemes, corporate governance, domestic and cross border mergers, transferal of registered office and shareholders agreements. Investment Funds Our experienced investment funds team advises investment managers, investment advisors, private equity firms, pension funds, alternative investment fund managers, sovereign wealth funds, co-investors and insurance companies in connection with setting up alternative investment funds (SIF, SICAR), retail funds (UCITS, ELTIF), non-regulated structures (SCA, SCS, SCSp, RAIF), pension funds and private equity funds and co-investment structures. We have years of experience in setting up hedge funds, real estate funds, infrastructure funds, debt funds, sharia compliant funds and other fund types. Capital Markets Our capital markets team brings a wealth of experience to advising issuers, underwriters, institutional investors, financial institutions, agents and trustees with respect to the issuing and structuring of debt, hybrid and equity securities, high yield bonds, convertible bonds, securitisations, repackagings, derivatives, structured finance, debt issuance programs, public offerings and private placements of securities, stand-alone and base prospectuses, prospectus approvals with the CSSF/LuxSE, listing and post-trading obligations, market abuse, EMIR and public takeovers/ipos. Banking and Finance Our Banking and Finance team provides transactional and regulatory advice to credit institutions, investment and asset managers, institutional investors, borrowers, security agents, trustees and European institutions with regard to syndicated and bilateral credit and financing agreements, real estate finance and investments, financial and commercial guarantees, pledge agreements, netting agreements and the enforcement of security interests. Regulatory Our regulatory team advises credit institutions, professionals of the financial sector, trustees, fund promoters, FinTech enterprises, family offices with regard to CSSF licensing, prospectus and fund approvals, clearing regulatory aspects, corporate governance, FinTech licensing, Bank and PSF licensing, restructuring of credit institutions and PFS, liquidations, EMIR, MiFID and banking secrecy. Real Estate Our real estate team provides excellent assistance in relation to real estate sales and acquisitions, real estate due diligence procedures, the setting-up and maintenance of real estate vehicles and the creation of real estate related securities (mortgage) while always considering the related tax perspective. Insurance Our insurance team regularly advises major insurance and re-insurance companies with regard to regulatory matters in relation to structuring and updating their products and representing them before the Luxembourg regulator whilst ensuring compliance with Solvency II and corporate governance rules. Tax Our experienced tax team advises regularly multinational corporate groups, institutional and private equity investors and high net worth individuals regarding direct and indirect tax queries, tax policy and regulation, transfer pricing, wealth planning, tax litigation, executive compensation and investor taxation. 04 05

GSK. The Difference. GSK. Who we work with. It is the close cooperation between our lawyers, in addition to their expert legal knowledge and commercial know-how that extends to an ever-increasing number of sectors, which makes all the difference for our clients. It is therefore not surprising that we are one of the leading commercial law firms in our practice areas. We are neither too large nor too small. It is for this reason that we are particularly efficient, competent and able to deliver in a timely manner. The expertise of our lawyers ensures that GSK regularly advises and assists in cross-border transactions. Working with highly qualified but small approachable teams makes GSK an attractive partner for national and international businesses, banks and financial institutions, corporations and public bodies, as well as governments, ministries, supervisors and central banks. Whatever your business need is, you can count on us and always expect exceptional advice and service. Wherever your business venture will take you we will be there with you to support and meet your needs. For crossborder transactions and international projects, GSK works closely with a select group of highly respected partner law firms abroad. As a member of a global network of renowned law firms, we can serve you wher ever your business ventures may take you. GSK combines the advantages of a large independent commercial law firm: > pragmatic advisory approach > flexible capacities to match the demands > partners with active involvement in the advisory work > high levels of efficiency > > of a project an excellent team spirit and strong work attractive fee structures > strong project managment skills > and close proximity to clients > flat organisation For further information, please visit: www.gsk-lux.com with the advantages of an international partner law firm network: > international network of local specialists > ability to provide a bespoke service with a single point of contact to the client. 06 07

GSK. Where we are. Issue 09/2017 LUXEMBOURG GSK Luxembourg SA 44, Avenue John F. Kennedy L-1855 Luxembourg Tel +352 2718 0200 Fax +352 2718 0211 luxembourg@gsk-lux.com For a list of partners please visit www.gsk-lux.com BERLIN Mohrenstraße 42 10117 Berlin Tel +49 30 203907-0 Fax +49 30 203907-44 berlin@gsk.de FRANKFURT/M. Taunusanlage 21 60325 Frankfurt am Main Tel +49 69 710003-0 Fax +49 69 710003-144 frankfurt@gsk.de HAMBURG Neuer Wall 69 20354 Hamburg Tel +49 40 369703-0 Fax +49 40 369703-44 hamburg@gsk.de HEIDELBERG Mittermaierstraße 31 69115 Heidelberg Tel +49 6221 4566-0 Fax +49 6221 4566-44 heidelberg@gsk.de MUNICH Karl-Scharnagl-Ring 8 80539 München Tel +49 89 288174-0 Fax +49 89 288174-44 muenchen@gsk.de