Cultivating a sustainable business relationship Our global service offering in banking, financial markets and supervisory law

Cultivating a sustainable business relationship Our global service offering in banking, financial markets and supervisory law

Cultivating a sustainable business relationship Contents Your key contacts 4 Swiss presence 5 Global reach 6 Relationship firms 8 Why Eversheds Sutherland? 9 Key services 10 3

Cultivating a sustainable business relationship Your key contacts Marc Raggenbass Partner, Attorney-at-law, LL.M. Zurich Head of Banking, Financial Markets and Supervisory Law T: +41 44 204 90 90 E: marc.raggenbass@eversheds-sutherland.ch Urs Reinwald Partner, Attorney-at-law, LL.M. Zurich Corporate M&A, Banking and Finance T: +41 44 204 90 90 E: urs.reinwald@eversheds-sutherland.ch Patrick Eberhardt Partner, Attorney-at-law, LL.M. Geneva Head of International Trade Finance and International Trade T: +41 22 818 45 00 E: patrick.eberhardt@eversheds-sutherland.ch 4

Cultivating a sustainable business relationship Swiss presence offices in Zurich, Geneva and Berne 40 attorneys-at-law and lawyers fully-integrated organization with national and international practice and sector groups partner-centric approach, leverage where appropriate expert local legal advice for supervisory bodies, public law institutions, listed companies, small and medium enterprises and private individuals 5

Cultivating a sustainable business relationship Global reach presence in 32 countries 66 offices across Europe, Asia, Africa, the Middle East and the United States approximately 700 partners and more than 2,400 attorneys-at-law and lawyers global organization driven by shared vision and values combining know-how of globally-applicable standards as well as local laws direct access to financial market authorities in all major financial centers experienced cross-border practice groups with focus on financial market 6

Cultivating a sustainable business relationship Eversheds Sutherland worldwide Europe Austria Vienna Belgium Brussels Estonia Tallinn Finland Hämeenlinna Helsinki Jyväskylä Pori Tampere Turku France Paris Germany Berlin Dusseldorf Hamburg Munich Hungary Budapest Ireland Dublin Italy Milan Rome Latvia Riga Lithuania Vilnius Luxembourg Luxembourg City Netherlands Amsterdam Rotterdam Poland Warsaw Romania Bucharest Russia Moscow St Petersburg Spain Madrid United Kingdom Belfast Birmingham Cambridge Cardiff Edinburgh Ipswich Leeds London Manchester Newcastle Nottingham Africa, Asia and Middle East Brunei Darussalam Bandar Seri Begawan China Beijing Hong Kong Shanghai Iraq Bagdad Erbil Jordan Amman Qatar Doha Saudi Arabia Riyadh Singapore Singapore South Africa Durban Johannesburg Mauritius Port Louis Tunisia Tunis United Arab Emirates Abu Dhabi Dubai USA Atlanta Austin Houston New York Sacramento Washington DC Sweden Stockholm 7

Cultivating a sustainable business relationship Relationship firms international network of more than 200 relationship law firms regional alliances in Latin America (20 law firms in 17 jurisdictions), Asia (30 law firms in 40 jurisdictions) and Africa (30 law firms spread across the continent) global project management and technology-based solutions with a single point of contact implementation and execution of best-practice standards 8

Cultivating a sustainable business relationship Why Eversheds Sutherland? Professional expertise We are trusted advisers to banks, financial institutions and financial market infrastructures in Switzerland and abroad in all matters relating to domestic and foreign banking, financial markets and supervisory law. We will work with you to proactively manage legal and regulatory risks, assess and influence regulatory policy through structured thought leadership and wider industry engagement, and manage the implications of regulatory change in a way which is practical and outcome focused. Industry know-how You will benefit from access to Eversheds Sutherland s worldwide network of highly qualified lawyers with relevant industry experience. Our team is made up of attorneys-at-law who have worked at audit firms, regulators and as in-house counsel. They bring a unique perspective to regulatory issues, reflecting the full range of technical, practical and operational considerations at play in any given project. Multidisciplinary approach Our multidisciplinary approach allows us to offer advisory services as well as legal services from a single source. In addition to providing project support, we also offer dedicated services in areas such as audit and risk management. Furthermore, our full range of services covers technology, HR, corporate risk, contract management, litigation management and managed services. International network As a client, you will benefit from an international network providing them access to global legal standards, local laws and legal practices, selfregulatory standards as well as local supervisory and regulatory organizations. 9 9

Cultivating a sustainable business relationship Our global service offering in banking, financial markets and supervisory law Requests for authorizations: we advise in all matters relating to filing applications with the financial supervisory authorities in Switzerland and abroad. Our support includes communication with the responsible supervisory body, the preparation of a business plan and instructions as well as the establishment of a sustainable corporate governance and compliance function. Financing: advising banks and other credit institutions regarding restructuring, documentation and securing of loans, especially in connection with cross-border financial market transactions. This also covers the drafting and negotiation of loan agreements, coordination with foreign lawyers and execution of the customary closing conditions. M&A transactions: our M&A team regularly advises clients in Swiss and international M&A transactions (including structuring of joint ventures and cooperations as well as restructurings) in the financial services industry. Our comprehensive service offering includes obtaining the necessary approvals as well as the preparation of applications to be filed with regulatory bodies. Commodity trading: support in the context of financing of international commodity trading (e.g. oil, gas, metals, agricultural goods). We provide advice regarding the appropriate securitization (pledging, assignment of claims, guarantees, etc.), payment method (letter of credit, documentary collection) as well as freight and storage agreements (e.g. bill of lading, forwarder s certificate of receipt). Capital market and stock exchange law: as a recognized and authorized representative by the SIX Swiss Exchange, we support and advise companies planning an initial public offering (IPO), capital increases and corporate bond issues. We also advise listed companies and investors in complying with stock exchange rules and regulations (reporting obligations, ad-hoc publicity, managment transactions, corporate governance) and disclosure obligations. Moreover we advise in all aspects of capital market and stock exchange law, including takeover law, share repurchases and buyback programs, delistings, etc. Collective investment schemes: advising and supporting Swiss and foreign fund managers in the structuring and distribution of collective investment schemes, taking into consideration both Swiss and international laws and regulations. 10

Cultivating a sustainable business relationship Governance and compliance: legal and regulatory assessments in connection with corporate governance, outsourcing, data pooling structures, banking and professional secrecy as well as data protection. Regulatory developments (regulatory landscape): support in identifying and documenting new legal and regulatory requirements (e.g. FinSa, FinIA, Data Protection, AML/KYC) and developments (e.g. FinTech, RegTech, alternative payment systems) as well as analysis of the impact of these developments on the business model. This may also include legal comparisons (impact analysis, gap analysis), for example between Swiss and European legal requirements (FinSa/FinIA vs MiFIR including FMIA vs EMIR/MiFID). Supervisory law: support in implementing and monitoring ongoing compliance with Swiss and foreign legal and regulatory requirements, especially in the area of client protection, market behaviour and product transparency (regulatory compliance). Preparation and review of product and contract documentation, taking into account applicable Swiss laws and regulations. Reorganizations and liquidations: advising and representing financial institutions in the planning and implementation of reorganization measures and voluntary liquidations. Support in connection with returning a FINMA license and assuming the role of liquidator. Sanctions and export restrictions: advising banks and exporters (in particular commodity traders) with respect to export controls and sanctions applying to the finance, services and goods sectors. Representing clients in proceedings in court and with competent authorities (e.g. Swiss State Secretariat for Economic Affairs SECO and federal as well as cantonal law enforcement authorities). Investigations: representing and supporting financial institutions in internal and external investigations, especially in the context of measures for Swiss and foreign regulatory authorities and investigating agents. Representation of financial institutions in administrative and legal proceedings. Education and training: carrying out training and continuing education and seminars for boards of directors, compliance officers and in-house lawyers on new legal and regulatory developments with respect to Swiss and European financial market and supervisory law. Data analysis (data analytics): we help to efficiently configure and analyze large volumes of data in connection with legal and supervisory proceedings, using OpenText based on our ES Locate e-platform. Our services include the provision of staff as well as the required technical infrastructure. 11

eversheds-sutherland.ch The information contained in this document is intended for informational purposes only and cannot replace an appropriate legal advice. Eversheds Sutherland Ltd., with its legal domicile in Zurich (Switzerland), can take no responsibility for actions taken based on the information contained in this document. Eversheds Sutherland 2018. All rights reserved. Eversheds Sutherland is a global provider of legal services operating through various separate and distinct legal entities. Eversheds Sutherland is the name and brand under which the members of Eversheds Sutherland Limited (Eversheds Sutherland (International) LLP and Eversheds Sutherland (US) LLP) and their respective controlled, managed and affiliated firms and the members of Eversheds Sutherland (Europe) Limited (each an Eversheds Sutherland Entity and together the Eversheds Sutherland Entities ) provide legal or other services to clients around the world. Eversheds Sutherland Entities are constituted and regulated in accordance with relevant local regulatory and legal requirements and operate in accordance with their locally registered names. The use of the name Eversheds Sutherland is for description purposes only and does not imply that the Eversheds Sutherland Entities are in a partnership or are part of a global LLP. The responsibility of the provision of services to the client is defined in the terms of engagement between the instructed firm and the client. Eversheds Sutherland Ltd., with its legal domicile in Zurich (Switzerland), is a member firm of Eversheds Sutherland (Europe) Ltd.