Russell McVeagh

New Zealand's premier law firm

Work

Funds Management

Russell McVeagh's funds management team includes members of our corporate, finance and tax practice groups with specialist expertise.

We bring to our funds management practice multi-disciplinary strength, a depth and quality of resource, project management skills and a firm grasp of both legislative and operational requirements, to provide sophisticated, expert legal advice in a timely and cost effective manner. Our work includes:

  • Advising on the establishment and operation of funds and investment schemes (including by way of unit trust, group investment fund, limited partnership and unincorporated joint venture). This includes advice in relation to the structuring of the funds and schemes, the management arrangements, fee and performance incentive structure, collaboration arrangements where multiple funds invest in particular assets, and management of conflicts and corporate opportunity issues.
  • Working with clients to develop tax efficient and innovative products and structures.
  • Providing solution-oriented tax advice, including obtaining rulings and determinations, liaising with policy officials and making submissions on remedial law changes and substantive reforms.
  • Advising unit trust and group investment fund trustees.
  • Setting up and offering funds through wrap accounts.
  • Advising on both debt and equity security offerings to institutional and retail investors (including pursuant to the Mutual Recognition of Securities Offerings regime).
  • Preparing trust deeds, prospectuses (including renewals), wraps, investment statements, investment management contracts and other financial documentation.
  • Assisting with the listing of unit trusts and debt instruments on the NZSX and NZDX markets and advising on subsequent Listing Rules and regulatory compliance.
  • Advising on investment and portfolio management, administration and custodial arrangements, including in relation to outsourcing these functions.
  • Advising on all aspects of the Securities Act, Securities Markets Act, Financial Advisers Act and Financial Service Providers (Registration and Dispute Resolution) Act.

Superannuation

The firm also has expertise in Superannuation, including Kiwisaver. Please refer to our Superannuation page.

Recent examples of the funds management team's work include:

  • acting for four Macquarie-managed funds, in relation to their investments in one listed asset (MetlifeCare) and numerous unlisted assets in New Zealand;
  • advising Macquarie on the sale in New Zealand of its Listed Protected Loan product (which is a listed warrant over ASX equities), its Commodity Bonds issuance and its CMT and GEAA products;
  • acting for Hancock Natural Resource Group in relation to its New Zealand investments, including equity raisings, debt raisings, investment entity structuring, taxation, regulatory consent and acquisition work for over 300,000 hectares of commercial forests acquired in four separate transactions;
  • acting for New Zealand Funds Management, advising on Australian and New Zealand unit trusts, and superannuation schemes;
  • working with BT Funds Management to develop and document the Westpac KiwiSaver scheme, including the negotiation of the scheme trust deed, and preparation of the scheme prospectus and investment statement. The scheme features a capital protected product, and we advised on all of the underlying capital protection documentation;
  • acting on the establishment of the Waterfront Fund, a New Zealand partnership formed to acquire and hold Fijian and New Zealand coastal properties. We advised the fund on raising substantial capital from New Zealand, Australia and UK investors;
  • advising ANZ National Bank on the recent offer by a subsidiary of ING NZ to investors of the Diversified Yield Fund and Regular Income Fund;
  • advising ANZ National Bank on the establishment of the National Bank Call PIE Fund and the National Bank Term PIE Fund, including the tax and documentation aspects;
  • advising Rabobank on the listed PIE Capital Securities issue. We advised on all aspects of the transaction, including documentation and tax;
  • advising Rabobank on the tax aspects of the Cash Advantage Fund (PIE);
  • acting for trustee companies, including New Zealand Guardian Trust and Perpetual Trust (in the case of Perpetual Trust, for over 10 years, including on the leverage of its investment in an Irish SPV which formed the backbone of its Celsius Product);
  • acting for Equity Partners Infrastructure Company (an infrastructure fund) on its initial public offer and its acquisition of interests in Thames Water and Moto International;
  • acting for various property trusts (both listed and unlisted). For example, we have over the past three years advised Goodman Property Trust on all matters, including a number of significant capital raisings. We are also the principal advisor to Kiwi Income Property Trust having acted for them in relation to their recent institutional placement, unit purchase plan and dividend reinvestment plan. We have also acted for KIPT in relation to the offer of their existing MCNs to the New Zealand public and provide ongoing compliance advice, for example, in relation to the NZX Listing Rules;
  • acting as principal tax advisors to ING (NZ), including on all offer documentation, new products, tax reforms, the Diversified Yield Fund/Regular Income Fund offer and an innovative side-pocketing initiative (PPS Mortgage Fund);
  • advising ING Real Estate and Toga on New Zealand funds and the acquisition by Australian funds of New Zealand assets;
  • acting for ABN AMRO in relation to various investment products, in particular the issuance of ABN AMRO Rolling Instalments (a listed warrant over New Zealand equities); and
  • acting for the underwriter of the recent AMP Office Trust rights issue.
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