Module 4: Structuring and Negotiations
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Join our expert faculty for a discussion on structuring and negotiating emerging markets private equity partnerships, including how LPs can optimize alignment of interests by maximizing fund manager incentives while protecting themselves and their investments.
Key topics to be discussed include:
- Trends in LP/GP partnership structures
- Using financial terms to incentivize fund managers and ensure alignment of interest
- Non-financial terms most important to protecting emerging markets private equity investments
- LP efforts to achieve improved reporting and fee transparency
- Managing risk through partnership structuring
Janet Bauman, Principal, Hamilton Lane
Janet is a Principal and an attorney on Hamilton Lane’s Fund Investment Team, where she manages the legal review for
investments recommended to the firm’s clients.
Prior to joining Hamilton Lane in 2003, Janet worked at Sidley Austin Brown & Wood in Chicago, where she was
responsible for negotiating and drafting documents for private acquisitions, joint ventures, and public and private offerings
of debt and equity securities. Previously, Janet was a Law Clerk for a federal appellate court judge in Boston and an
Associate for lrell & Manella in Los Angeles.
Janet received a law degree from The University of Chicago Law School and a bachelor’s degree from Stanford
University. She is a member of the state bars of Pennsylvania, Illinois, and California.
Tom Brunner, Partner and General Counsel, LeapFrog Investments
Tom oversees LeapFrog Investments’ legal and compliance functions and plays a lead role on the South Asia team. LeapFrog is a specialist investor in emerging markets, seeking the growth opportunity presented by two billion emerging consumers in Africa and Asia
Tom is widely recognised as one of “America’s Leading Business Lawyers” (Chambers USA; Best Lawyers in America; Lawdragon; Who’s Who) and one of “the World’s Leading Insurance and Reinsurance Lawyers” (Legal Media Group; International Who’s Who of Business Lawyers). Tom served as the founder and Chair of the Insurance Practice at Wiley Rein LLC., one of the leading insurance law practices in the US, representing American and international insurance carriers. He was recently awarded the Wiley A. Branton Award for Civil Rights Advocacy in recognition of his commitment to the pro bono civil rights legal community.
Tom holds a J.D. from Yale and an A.B. cum laude from Columbia University.
Laura Friedrich, Partner, Shearman & Sterling LLP
Laura Friedrich is a partner in the firm’s Investment Funds Group, with a concentration in private fund formation, structuring and compliance matters. Ms. Friedrich has extensive experience working with US and international private equity, venture capital and hedge funds and their sponsors, with investments in the United States, Latin America, Eastern Europe, Western Europe, Africa, India, the Middle East and Asia. She has represented sponsors in a variety of asset categories, including buy-out, real estate, fund of fund, debt, energy, infrastructure, transportation and media. Ms. Friedrich also advises investors on the purchase of interests in private funds.
Mark Kenderdine-Davies, General Counsel, CDC Group plc
Mark, a British national, is General Counsel of CDC Group plc (CDC) with oversight of the company’s legal and regulatory affairs. Mark manages the company’s legal team and corporate secretariat and sits on its private funds investment committee.
CDC, established by HM Government in 1948, is the world’s oldest development finance institution (DFI). Its mission is to support the building of businesses, to create jobs and make a lasting difference to people’s lives in some of the world’s poorest places. CDC invests from its own balance sheet of US$5.7bn. Receipts and profits from its investments are recycled into future investments.
CDC provides capital in all forms, including equity, debt, mezzanine and guarantees, to fund growth. It invests both directly and indirectly through private equity fund managers whose aims are aligned with its own. As a responsible investor, it seeks to add value by helping companies achieve good standards of governance, along with strong environmental, social and integrity policies.
CDC has committed approximately US$6.0bn to private equity funds and co-investments in Africa, Asia, Central America and Latin America since 2004. It currently targets fund, direct equity and debt investment opportunities in Africa and South Asia.
Mark joined CDC in 2006 from Gartmore Investment Management plc where he was Legal Counsel focusing on private equity and other alternative investments. Prior to that, he was Legal Counsel at Threadneedle Asset Management Limited. From 1994 to 2002, Mark lived in Vietnam working in Vietnam, Laos, Cambodia and Myanmar as General Counsel/Senior Investment Executive at Indochina Asset Management Limited, the manager of two private equity funds, and as Executive Director of an investment company. Before the move to Vietnam, Mark was a partner at a London law firm.
Mark has an LLB (Hons) from the University of Liverpool and an MBA from the University of Chicago Booth School Of Business.
Mark is admitted to practice as a solicitor of the Supreme Court of England and Wales and is a Non-Executive Director of the Emerging Markets Private Equity Association whose Legal and Regulatory Council he also chairs. Mark is also a Member of the Legal and Regulatory Committee of the African Venture Capital Association.
Moderator: Jen Choi, Managing Director of Industry Affairs, Institutional Limited Partners Association (ILPA)
As Managing Director of Industry Affairs for the Institutional Limited Partners Association (ILPA), Jennifer Choi directs the association’s engagement with external industry stakeholders to inform and enhance ILPA’s education, research, membership and advocacy platforms. Ms. Choi also leads the implementation of ILPA’s responses to emerging issues impacting the asset class, including efforts to establish and promote industry best practices.
Prior to joining the ILPA, Ms. Choi served as Vice President of Industry and External Affairs for the Emerging Markets Private Equity Association (EMPEA), where she led the association’s member and industry engagement activities, including efforts to encourage policy frameworks that support the growth of the asset class. As EMPEA’s Research Director, she built the industry’s first global database of private equity activity in the emerging markets. A frequent speaker and commentator on the industry, Ms. Choi also oversaw the association's media communications and global institutional partnerships. Previously, Ms. Choi was a consultant with Boston-based Stax Inc., leading due diligence engagements and providing advisory services for the U.S. private equity and venture capital industry. Jennifer’s other consulting experience includes organizational development and strategy consulting for clients in the healthcare, financial services and pharmaceutical sectors.
Jennifer holds a Masters in Law and Diplomacy from the Fletcher School at Tufts University and a B.A. summa cum laude in Economics and Political Science from Augustana College.
In case you missed it:
Module 4: Structuring and Negotiations