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Asia Emerging Trends – Secondaries and GP Minority Stakes

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Over the past few years, secondaries and GP minority investments have become an increasingly important part of the funds industry. Asia in particular has seen a growth in these kinds of transactions, and the momentum is expected to continue.

Over the past few years, secondaries and GP minority investments have become an increasingly important part of the funds industry. Asia in particular has seen a growth in these kinds of transactions, and the momentum is expected to continue. In this webinar, MoFo partners Serena Tan, Stephanie Thomas, and Nick Sheets will explore the following topics with you:<ul><li>Differences between LP and GP-led secondaries</li><li>GP-led secondaries’ common structure, documentation and key legal issues</li><li>GP minority investments in asset managers</li></ul><h4>Speakers</h4><ul><li>Serena Tan – Deputy Co-Chair of Global Private Funds Group</li><li>Stephanie C. Thomas – Co–Chair of Global Private Funds Group</li><li>Nicholas Sheets – Partner</li></ul>To access the full recording of the webinar, please complete and submit the form below.<iframe title="Submission form to access webinar recording" src="https://www2.mofo.com/l/323401/2022-04-25/83fzz" width="100" height="350" type="text/html" frameborder="0" allowtransparency="true" style="width: 100; height: 350;border-top-width: 0px;border-right-width: 0px;border-bottom-width: 0px;border-left-width: 0px;border-top-style: initial;border-right-style: initial;border-bottom-style: initial;border-left-style: initial;border-top-color: initial;border-right-color: initial;border-bottom-color: initial;border-left-color: initial;border-image-source: initial;border-image-slice: initial;border-image-width: initial;border-image-outset: initial;border-image-repeat: initial;" title="iframe"></iframe><hr>

Asia Emerging Trends – Secondaries and GP Minority Stakes

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Stephanie, Chair of the firm’s global Private Funds Group, has over 20 years of experience advising on private fund formation and operations, as well as on regulatory compliance matters. She represents U.S. domestic and global fund sponsors and institutional investors in connection with the formation of, and investments in, buyout funds, venture capital funds, secondary funds, debt funds, infrastructure funds, fund–of–funds, social impact funds and other private funds with a broad range of investment strategies. She has been described by a client as “extremely knowledgeable in the fund formation space, very good to work with and thoughtful about the needs of her clients.”Private Fund Sponsors. Stephanie represents fund sponsors and the management teams of private funds in the formation of their private funds, as well as in ongoing fund operations, including upper–tier planning, parallel and feeder fund structures, alternative and offshore vehicles, securities law matters, ERISA compliance, transfers or sales of partnership interests, including secondary transactions, and other tax and regulatory matters.She has considerable experience negotiating anchor investor arrangements, navigating cross–border fund matters, structuring co–investment and overage programs, representing firms and individual partners at the time of hire or departure (including involuntary removal), and the formation of feeder vehicles, parallel funds and special purpose vehicles. She also advises U.S. and international companies in the structuring of their corporate venture capital programs.Institutional Investors. Stephanie has advised institutional investors in hundreds of private fund formations, involving foreign and domestic funds ranging in size from $40 million to $21 billion. These investors, including state and corporate pension funds, sovereign wealth funds, universities, fund-of-funds, insurance companies, and other institutional investors, have commitments ranging from $5 million - $1 billion on a per-deal basis. Her experience includes representing significant limited partner investors in some of the largest private market funds ever raised.Investment Advisers. Stephanie advises fund sponsors and other investment advisers on the principal aspects of the Investment Advisers Act and the Dodd–Frank Act. She assists her clients in navigating the regulatory landscape, including new state and federal registration requirements, exemption eligibility, compliance programs and ongoing compliance matters.Stephanie works in the firm’s Palo Alto office and is active in the business community. Prior to joining the firm in 2005, she was a member of the fund formation group in the Palo Alto office of Cooley LLP.

Stephanie Thomas

Chair of Global Private Funds Group

Serena represents global and regional fund managers and institutional investors in the formation of private equity, private credit and real estate funds. Her practice focuses on both offshore funds (including the Cayman Islands, BVI, Delaware, Luxembourg, Singapore, and Hong Kong) and RMB funds (including QFLP and QDLP funds). She is the Deputy Chair of the firm’s Global Private Funds Group and Chair of Greater China Private Funds practice.Serena advises fund managers on the formation of an array of private equity funds (including buyout, growth capital, venture capital, and co-investment funds) and private credit funds across a wide range of sectors, including consumer, financial services, healthcare, technologies, TMT, and travel/leisure. Serena’s representative private equity fund manager clients include Affirma Capital, Ascendent Capital Partners, Ally Bridge Group, CBC Group, Fosun, GLP, Hony Capital, Junson Capital, KHL Capital, Kowloon Nights, Morgan Stanley Private Equity Asia, Makers, ORIX Asia Capital, Ping An Overseas Holdings, Sailing Capital, SoftBank Ventures Asia, and Taiwania Capital.Serena advises on real estate fund managers on the formation of real estate funds and joint ventures with experience across many asset classes, including offices, logistics, industrial parks, residential, hospitality, and retail. Serena’s representative real estate fund manager clients include BHG, GLP, Hony Capital, and Sino-Ocean Capital. Serena’s diverse practice also encompasses advising on fund secondaries transactions such as GP-led restructuring, continuation funds, stapled secondaries, and secondary purchases of limited partner interests. In addition, Serena frequently advises fund managers on arrangements among principals, carried interest plans, and employee co-investments, regulatory and compliance matters, and internal governance matters. She also has deep experience of fund of funds, funds-of-one, separate accounts, and family offices.In addition, Serena regularly represents institutional investors in investments in private investment funds, including insurance companies, family offices, banks, and asset management firms.  Serena’s representative institutional investor clients include China Ping An, China Life, CMB, FWD, ICBCI, Great Wall, The Wharf Holdings, and Wheelock.Year after year, Serena is widely acknowledged by legal directories as one of the leading private funds partners in Asia. Recent recognition includes being ranked as a leading partner by Chambers Global (2019-2024), Chambers Asia-Pacific (2019-2021), Chambers Greater China (2022-2024), and Legal 500 Asia Pacific (2020-2024). She was featured in ALB’s “Asia’s 40 Under 40” list of the most accomplished young lawyers in 2018. Under Serena’s leadership, the Private Funds Team in Asia has advised Asia-based GPs on more than 30 fund formation transactions (raising in excess of US$25 billion), and was shortlisted for the 2021 PEI Awards for Asia Law Firm of the Year in the Fund Formation category.Serena has been recognized by clients as a “highly diligent and talented” practitioner with “excellent professional knowledge and a strong commercial sense” and their “go-to lawyer for fund formation work that has a Chinese component.” Clients highlighted her as “an ideal partner” who “understands the differences between offshore funds and RMB funds and the differences between international investors and Chinese investors” and “has the outstanding ability to design optimal structures, bridge gaps, and find solutions.”Serena is a Registered Foreign Lawyer with the Law Society of Hong Kong. She has over 15 years of experience practicing law in New York and China.

谭律师代表国际及亚洲基金管理人和机构投资者处理私募股权基金、私募债权基金和房地产基金设立事宜。她的业务重点同时涵盖境外基金（包括开曼群岛、英属维尔京群岛、特拉华州、卢森堡、新加坡和香港基金）和人民币基金（包括合格境外有限合伙人基金（QFLP）和合格境内有限合伙人（QDLP）基金）。她是本所全球私募基金业务组副主席及大中华区私募基金业务部主席。谭律师代表基金管理人设立多支私募股权基金（包括收购基金、成长型资本基金、风险投资基金和共同投资基金）和私募债权基金，涵盖了消费市场、金融服务、医疗健康、技术、科技、媒体和电信（TMT）以及旅游休闲等众多行业。谭律师具代表性的私募股权债权基金管理人客户包括亚赋资本、上达资本、汇桥资本集团、康桥资本、复星、普洛斯、弘毅资本、佳辰资本、达胜资本、Kowloon Nights、摩根士丹利亚洲私募股权、Makers、欧力士亚洲资本、平安海外控股、赛领资本、软银亚洲风投和台杉投资。谭律师代表地产基金管理人设立地产基金及合资企业，项目经验包括写字楼、物流、工业园区、住宅、酒店和商业地产等众多资产类别。谭律师具代表性的地产基金管理人客户包括华联长山兴、普洛斯、弘毅资本和远洋资本。谭律师在延续基金、由普通合伙人牵头的重组、捆绑式二级市场交易以及在二级市场购买有限合伙人权益等基金二级市场交易中有丰富的经验。另外，谭律师经常就基金管理人关键人安排、收益分成计划、员工共同投资、监管与合规事宜以及内部治理事宜向基金管理人提供咨询。她在设立母基金、专项基金、基金专户和家族办公室相关事宜方面也有丰富经验。此外，谭律师还经常代表保险公司、家族办公室、银行和资产管理机构等机构投资者处理其私募投资基金投资事宜。谭律师具代表性的机构投资者客户包括中国平安、中国人寿、中国招商银行、富卫、工银国际、中国长城、九龙仓和汇德丰。谭律师连年被法律名录广泛认可为亚洲顶级私募基金合伙人之一。她最近分别被《钱伯斯全球法律指南》（2019-2024年）、《钱伯斯亚太法律指南》（2019-2021年）、《钱伯斯大中华区法律指南》（2022-2024）和《亚太法律500强》（2020-2024年）评为领先合伙人。她还于2018年入选《亚洲法律杂志》的亚洲律师明日之星“40 位40 岁以下杰出律师”名单。在谭律师带领下，本所亚洲私募基金团队曾就30多项基金设立交易向亚洲普通合伙人提供咨询（筹集金额超过250亿美元），并入围了2021年PEI奖项中的基金设立领域亚洲年度律所奖。客户称谭律师是位“极其勤勉且才华出众”的执业者，“具备丰富的专业知识和强烈的商业意识”，是“处理涉华基金设立工作的最佳律师”。客户强调她是“理想的合作伙伴”，“深谙境外基金和人民币基金之间的差异以及国际投资者和中国投资者之间的差异”，“在设计最优结构、消除差异以及找到解决方案方面拥有非凡的能力。”谭律师是香港律师会注册外国律师。她在纽约和中国有超过15年的法律执业经验。

Serena Tan

Deputy Chair of Global Private Funds Group

Nick advises U.S., Asian, and other global sponsors in the structuring, formation, and offering of private funds, including private equity, growth, venture capital, real estate, fund-of-funds, social impact, and other strategies, as well as in co-investments and secondaries transactions. He also represents institutional investors in connection with their investments in private funds. He has over 14 years of experience in both the U.S. and Asia.Nick is fluent in Mandarin.

Nicholas Sheets

Of Counsel

Private Funds

China

Japan

Southeast Asia

Asia Emerging Trends – Secondaries and GP Minority Stakes - 576241841

Asia Emerging Trends – Secondaries and GP Minority Stakes

22 Apr 2022 12:00 AM - 1:00 AM HKT

Speakers