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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

  • 4 / Doc ID: L_LIVE_EMEA1:16874635v2

    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 licens