CORPORATE & COMMERCIAL
Collas Day provides a wide range of commercial transactional, advisory and governance services. The commercial law team is notable for its consistent quality and depth of talent.
Collas Day is instructed by leading law firms across the UK, Europe and beyond, by Guernsey and international corporations and institutions and by individual directors.
The Commercial practice is strong both in financial services and general commercial sectors:
- Banking and Finance
- We are recognised for our particular expertise in banking and are involved in many complex and innovative banking transactions and the provision of advice on banking regulations and mergers.
The firm acts for leading lending institutions, financiers and borrowers in financing transactions, from straightforward loan facilities to more complex senior, mezzanine and subordinated debt and loans, both secured and unsecured. In Guernsey, we have an unrivalled reputation and experience in commercial property lending. - Investment Funds
- Collas Day Commercial routinely establishes new funds, both institutional and retail, and assists existing funds with their compliance issues.
We can assist with the design and structuring of funds, whether to use a trust, limited partnership, closed-ended or open-ended company, the benefits of umbrella funds or how to use protected cell companies to segregate risk between different sub funds. We also have experience in specialist funds such as hedge funds and private equity funds.
Collas Day has an in-house listing sponsor, Collas Day Corporate Finance Limited, for listings on the Channel Islands Stock Exchange. - Insurance
- Guernsey remains a pre-eminent jurisdiction for captive insurers. Collas Day Commercial is adviser to a number of captive insurers and insurance managers registered in the Island. It has also been involved in a number of reorganisations of insurance business within the Island including transfers of long-term business under the insurance legislation.
We are experienced in the use of protected cell companies to segregate assets and liabilities between different ''cells'' of a captive insurer.
Our insurance expertise is not limited to captive insurance. We can advise on reinsurance contracts, policy drafting and legal and regulatory issues relating to insurance intermediaries. - Corporate Fiduciary
- Collas Day's service to the corporate fiduciary sector includes a full range of commercial transactional and advisory services.
- Company and Commercial
- Collas Day advises a wide range of private sector organisations outside the finance sector, including property, construction, energy, media, telecommunications, healthcare, hospitality, leisure, transport infrastructure.
- Public Utilities
- We have acted for all the major utility companies in Guernsey. One of our partners was formerly Director of Legal and Regulatory Affairs at one of the major utilities before moving to Collas Day. In particular, we can advise on:
- Dealing with the Utilities Regulator
- Advising on regulatory licence issues
- Advising on dealing with competitors within a regulated environment
- Drafting and negotiating a wide range of commercial agreements within a regulated context
- Employment and Pensions
- Property Issues
- Acquisition / Disposal of Businesses
- Corporate finance
- Collas Day can advise on capital raising and corporate finance including IPOs and note issuance programmes. We can advise on the Guernsey legal aspects of stock exchange listings and AIM.
- Mergers and Acquisitions
- Collas Day can advise on all aspects of mergers and acquisitions including sale and purchase of shares and businesses and the Guernsey legal aspects of international corporate restructuring and reorganisations.
We have assisted in the establishment and funding of a variety of joint ventures, partnerships and collaborative structures. - Listings
- Collas Day has an in-house listing sponsor, Collas Day Corporate Finance Limited, for listings on the Channel Islands Stock Exchange. We can advise on the benefits of and procedures for listing funds on the Exchange.
- Structured Finance/ Securitisation
- Collas Day Commercial can help create value-added financial solutions in the form of major equity, debt and structured finance investments, including partnership, lease and tax-advantaged products. We are able to assist participants in the securitisation market (including asset originators, lead managers, credit enhancers, trustees and rating agencies) to develop new techniques and classes of asset to securitise whether as part of large cross-border securitisations or purely domestic securitisations.
- Regulatory Advice
- Collas Day Commercial can provide expert advice on what is required to conduct business in Guernsey. We can advise on licences and consents required to operate banking, fiduciary, insurance and investment businesses within the Bailiwick of Guernsey and advise on developments in market practice. We can also assist in the preparation and filing of applications and liaising with the Guernsey Financial Services Commission, the local regulator, on behalf of prospective licensees.
We can also advise licensees in relation to their ongoing compliance obligations. - Restructuring and Insolvency assistance
- Collas Day can advise on insolvency issues including director's duties, enforcement of security, liquidations and administrations. It can also advise on restructurings including schemes of arrangement.
- Intellectual Property
- Intellectual Property often represents hidden value in any company. We can help to maximise and enhance this value - adding real value to your company. Guernsey has developed a word class set of legislation that is ideally suited to the management of IP offshore. With a zero rated tax regime for income into Guernsey companies, no capital gains tax and no goods and services tax, Guernsey is an ideal location from which to mange IP offshore. At Collas Day, we have the only Guernsey advocate with a post graduate diploma in IP. We were heavily involved in the development of the IP Office and the associated legislation. We continue to influence and shape the way that the IP legislation is developing and can assist our clients with the wide range of issues affecting the management of IP offshore. In particular, we can advise on:
- Registration of IP in Guernsey
- Protection of copyright and other unregistered IP
- Database rights
- Guernsey's unique position as a centre of excellence for IP management
- Creation of structures to manage IP offshore in a tax efficient manner
- Use of trusts to assist in the tax efficient exploitation of IP
- Advice on licensing arrangements
- Advice on IP issues as they may affect company acquisitions and disposals
- Website development agreements
- IT development and maintenance agreements
- Competition Law
- Collas Day has established a cross-disciplinary team to deal with Guernsey's competition law, including substantial commercial input.
- Governance and administration services
- Shareholder and board meetings
Payment and treatment of dividends
Directors' duties and rights
Shareholders' rights
Share issues
To find out more about our practice and services please contact:
Primary
Ian Kirk, +44 (0)1481 734247, ian.kirk@collasday.com
Alternate Contacts
Sean Cheong, +44 (0)1481 734276, sean.cheong@collasday.com
Jason Romer, +44 (0)1481 734299, jason.romer@collasday.com
Paul Wilkes, +44 (0)1481 734268, paul.wilkes@collasday.com