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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

2 / Doc ID: L_LIVE_EMEA1:16874635v2


Agenda

Introduction

Saudi Arabia

UAE

Qatar

Kuwait

Bahrain

Oman

Q&A


Introduction



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.



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


Saudi Arabia



Saudi Arabia - overview

GDP (nominal) 2013 estimate:

- Total: US$666.805 billion


Population 2012 estimate:

- 26,534,504

Financial services regulators:

- Saudi Arabia Monetary Authority (SAMA)

- Capital Market Authority (CMA) Saudi Arabia



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


UAE



UAE - overview





- 5,314,317


- Central Bank of the UAE

- Securities and Commodities Authority

- Dubai Financial Services Authority

UAE



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


Qatar



Qatar - overview





- 1,903,447


- Central Bank of Qatar

- Qatar Financial Centre Regulatory Authority

Qatar



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


Kuwait



Kuwait - overview





- 2,818,042

Financial Services Regulators:

- Central Bank of Kuwait

- Capital Markets Authority

Kuwait



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


Bahrain



Bahrain - overview




Population 2012 Estimate:

- 1,248,348


- Central Bank of Bahrain

Bahrain



Bahrain - marketing & selling


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


– Application submitted by appointed locally licensed distributor

– Estimated time for registration: 3 days


Oman



Oman Statistics




Population 2012 Estimate:

- 3,090,150


- Capital Market Authority

- Central Bank of OmanOman



Oman - marketing & selling


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


– application submitted to local regulator by local licensed intermediary

– estimated time for registration: within 7-15 days


Thank you

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