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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Capital Raising in the GCC
Muneer KhanPartner Simmons & Simmons
Breakfast SeminarDIFC, Dubai, 13 May 2013
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Agenda
Introduction
Saudi Arabia
UAE
Qatar
Kuwait
Bahrain
Oman
Q&A
© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Introduction
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Simmons & Simmons Middle East LLP
Four offices – Abu Dhabi, Doha, Dubai, Jeddah*
Operating in the region for over 30 years
Focus on asset management & investment funds
Particular focus on regulation of financial services in the GCC
Award-winning online Navigator service
* In alliance with Hammad & Al-Mehdar
Middle East Law Firm of the Year
Global Investor/ISFMiddle East Awards 2012
This presentation sets out the general position for open-ended collective investment schemes only. The presentation sets out a high level summary only in relation to the jurisdictions covered. Detailed legal advice should be obtained to ensure that the information set out herein is up-to-date and applicable to any particular circumstances.
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
The GCC - overview
Founded: 25 May 1981
Head Quarters: Riyadh, Saudi Arabia
Area: 1,032,093 square miles
Estimated Population (2012): 42,100,00
Estimated Nominal GDP (2011):
- Total: US$1.386 trillion
- Per capita: US$33,005
Increasing regulation
Saudi Arabia Oman
UAE
Kuwait
BahrainQatar
© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Saudi Arabia
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Saudi Arabia - overview
GDP (nominal) 2013 estimate:
- Total: US$666.805 billion
- Per capita: US$22,663
Population 2012 estimate:
- 26,534,504
Financial services regulators:
- Saudi Arabia Monetary Authority (SAMA)
- Capital Market Authority (CMA) Saudi Arabia
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Saudi Arabia - marketing & selling
General prohibition on marketing and sale of funds unless:
– fund is registered with the CMA (not currently possible for foreign funds);
– an approved private placement being offered through an “Authorised Person”;
– offered to “Exempt Persons”; or
– offered to SAMA regulated banks or insurance companies for their own account (not express)
Private placement possible, subject to criteria
Source: Financial Times, September 2012
© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
UAE
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
UAE - overview
GDP (nominal) 2011 estimate:
- Total: US$360.136 billion
- Per capita: US$67,008
Population 2012 estimate:
- 5,314,317
Financial services regulators:
- Central Bank of the UAE
- Securities and Commodities Authority
- Dubai Financial Services Authority
UAE
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
UAE - marketing & selling
Distinction between DIFC and rest of the UAE
Licensing requirement for marketing & sale of funds
Qualified investor exemption and for unsolicited requests
Private placement – through representative office or licensed intermediary
Public offer – provided fund is regulated by an “equivalent regulator”
Registration process and timeline
- local promoter must submit application to the SCA
- estimated timeframe - 2 to 3 weeks
© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Qatar
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Qatar - overview
GDP (nominal) 2011 estimate:
- Total: US$173.847 billion
- Per capita: US$98,329
Population 2013 estimate:
- 1,903,447
Financial services regulators:
- Central Bank of Qatar
- Qatar Financial Centre Regulatory Authority
Qatar
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Qatar - marketing & selling
Marketing and sale of funds may only be conducted by entities licensed in Qatar
No distinction between QCB and QFCRA in this regard
Private placement under QCB Regime – through locally licensed bank licensed by QCB to market foreign funds
Private placement under QFC Regime – through QFC licensed intermediary:
- marketed fund is registered, approved or licensed under the law of the jurisdiction in which it is established
- marketed fund has a written constitution or prospectus
Qatar law does not specifically cover cross-border marketing of funds
© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Kuwait
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Kuwait - overview
GDP (nominal) 2011 estimate:
- Total: US$185.500 billion
- Per capita: US$65,826
Population 2012 estimate:
- 2,818,042
Financial Services Regulators:
- Central Bank of Kuwait
- Capital Markets Authority
Kuwait
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Kuwait - marketing & selling
Licensing requirement for marketing and sale of funds
Private placement possible through locally licensed intermediary, subject to certain criteria
Public offer: not possible to market a non-Kuwaiti fund on a public offering basis in Kuwait
Registration process, fees and timeline
– local agent files relevant documents with CMA
– estimated time for registration: 30 - 45 business days
© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Bahrain
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Bahrain - overview
GDP (nominal) 2011 estimate:
- Total: US$26.108 billion
- Per capita: US$23,132
Population 2012 Estimate:
- 1,248,348
Financial Services Regulators:
- Central Bank of Bahrain
Bahrain
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Bahrain - marketing & selling
Licensing requirement for marketing and sale of funds
Exemption (not express): only for unsolicited cross-border requests
Distinction made between unregistered funds and registered funds
Registered funds: can be marketed to public by a locally licensed distributor
Unregistered funds: General prohibition on marketing unregistered funds to the public locally
Private placement possible, subject to certain criteria
Registration process and timeline
– Application submitted by appointed locally licensed distributor
– Estimated time for registration: 3 days
© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Oman
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Oman Statistics
GDP (nominal) 2011 estimate:
- Total: US$71.888 billion
- Per capita: US$23,315
Population 2012 Estimate:
- 3,090,150
Financial Services Regulators:
- Capital Market Authority
- Central Bank of OmanOman
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© Simmons & Simmons LLP 2011. Simmons & Simmons is an international legal practice carried on by Simmons & Simmons LLP and its affiliated partnerships and other entities.
Oman - marketing & selling
Licensing requirement for marketing and sale of funds
Exemption – marketing funds on a private placement basis from outside Oman to Omani investors is not expressly prohibited or officially regulated
Exemption (not express) – unsolicited requests or cross-border to “qualified investors”
Private placement possible through local licensed intermediary
Public offer – not permissible
Registration process and timeline
– application submitted to local regulator by local licensed intermediary
– estimated time for registration: within 7-15 days