FINTECH AT AGDelivering sustainable innovation and disruption

Able to draw upon significant experience developing innovative and multidisciplinary approaches to issues in the space. Particular recent experience in handling fintech matters for major international clients in the technology, retail and financial sectors.

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Addleshaw Goddard’s ‘dynamic, approachable’ practice provides

‘truly outstanding, confident advice overlaid by business

acumen’ and has ‘unparalleled industry knowledge’; it ‘puts

clients’ interests ahead of everything else.

LEGAL 500

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The AG fintech team comprises multi-specialist experts with first-hand expertise in supporting financial institutions, established fintechs, startups, regulators, public bodies and accelerators to achieve success in the world of innovation, technology and partnership specifically in a fintech based environment.

We are a top rated law firm and advisor in fintech and have stand out practices in the provision of regulatory, payments, corporate and transactional advice. We regularly act across the whole of the market and are active participants in the sector (as advisors, mentors, board members and speakers) across the whole of the United Kingdom and internationally.

DRIVING EXCELLENCE IN DISRUPTION

AG operates across all f intech segments:

Our areas of specialism

include:Our own legal mentor and accelerator program, AG Elevate, is a market leading commitment by the firm to support, foster and grow fintechs from the smallest to the largest operators. This naturally complements our client portfolio where we act for a significant number of retail and clearing banks, building societies, fund managers and payment service providers.

By combining our client-side experience with our cutting edge regulatory expertise, we are able to bring unique insights into our client’s concerns, challenges and priorities. We are regularly asked to speak and provide guidance on current trends and themes in the world of fintech and its relationship with legal, regulatory and contractual risks.

IT & Outsourcing

Payments

Financial Regulation and Authorisation

Support

Data Exploitation

Intellectual Property

Corporate

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FINTECH OVERVIEW

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PLATFORMS ► Marketplaces ► Crowdfunding ► P2P

BLOCKCHAIN ► Remittance & FX ► Smart contracts

ROBO ADVICE

SCA ► Security authentication providers ► Identification

CHALLENGER/ DIGITAL ONLY

BANKS

REGULATORY INNOVATION ► PSD2 ► PSIPs ► XS2As ► EBA/RTS/GLS ► IAISPs

DATA & PRIVACY

MOBILE & DIGITAL ► “GAFA” dominance ► Android Pay ► Apple Pay

TECHNOLOGY

DR

IVING

INNOVATI

ON

CLOUD

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OUR RECENT DEALSM&A and Investments

► Advising Aareal Bank on its investment into BrickVest

► Advising Bink (fintech), on its collaboration with, and an investment by Barclays

► Advising NIBC Bank on their investment into Iwoca and OakNorth

Technology

► Advising FNZ UK Limited on its “fintech” material outsourcing services contracts with various blue-chip financial services clients

including HSBC, Aviva, Santander and Old Mutual Wealth (Quilter)

► Advising a leading global bank on the development of a new strategic digital banking product. Providing advice on all aspects of the

project including IT, commercial, regulatory, data and banking

Regulatory

► Advising on all aspects of open banking; specifically, we have advised account information service providers and payment initiation service providers on their business models and customer journey, authorisation requirements and terms and conditions

AG named 7th ‘Most Innovative’

Law Firm in Europe

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Looks for the tough questions clients don’t think of.

LEGAL 500

Fintech Procurement

► We have been retained by a number of leading financial institutions to review and provide guidance on the specialist aspects of procuring fintech and how best to achieve success in transacting including reviewing procurement due diligence approach and taking into consideration standards of cloud risks in fintech procurement

Payments

► Advising a major UK Bank on the re-build of its payment capability alongside a major US payment processor and innovative data insights and loyalty fintech

► Advice on the regulatory requirements relating to prepaid cards linked to a cryptocurrency wallet

Intellectual Property

► Advising Halotrade, a blockchain ethical trade finance startup, advising them on the disclosure and protection of their core IP in the context of a University of Cambridge multi-industry and academic party research & development agreement

Private Equity

► Advising an investor on numerous funding rounds in Starling Bank

► Advising on the acquisition of iCheque by Pollen Street Capital

We offer market leading legal and compliance support to a wide range of players in the financial services sector, from payments and cards providers to aggregators, banks, lenders and asset managers. We help them navigate the complex world of regulation by:

FINANCIAL REGULATION AND AUTHORISATION SUPPORT

► helping firms structure offerings to take into account regulatory requirements and to work out what permissions they and their partners need

► assisting firms through the authorisation process, helping with discussions with the regulators and drafting the documentation and policies they need

► managing ongoing compliance in firms by assisting to establish governance and risk frameworks - our non-lawyer compliance team can also help boards to manage their compliance risks

► tailoring our approach so that it is proportionate for the firms we deal with, from start-ups to large multinationals.

The speed of response and the quality of advice received are consistently excellent.

CHAMBERS UK

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Our experience includes:

► drafting a suite of customer product documentation for a new start-up online bank

► drafting terms and conditions for a new entrant aggregator firm

► assisting a large tech company in discussions with regulators over the establishment of their payment services platform.

Providing technical expertise

Innovation in payments brings greater regulatory scrutiny and more dynamic and focused transactions and partnerships. As such, payments advisors need to understand the technology, the processes and the regulatory framework.

PAYMENTS

Our experience includes:

► advising UK banks on the strategic payments initiatives from mobile and digital to payment processing

► advising on international peer to peer payments utilising a mobile payments platform including settlement arrangements through correspondent banking

► advising an emerging payments team on a beneficiary data enrichment and payment management platform including a payment wallet solution.

Payments are now a global phenomenon. PayPal, Alipay and fintechs such as Revolut and TransferWise have democratised payments.

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We are uniquely positioned to support your business in all

aspects of the evolving payments industry

We have a specialist team of regulatory,

commercial and transactional

lawyers to help you

Our lawyers have a deep and rigorous

understanding of the end to end payments

value chain and an unparalleled

awareness of the market

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AG awarded ‘Best Use of Technology’ at the Legal Week

British Awards 2018

Global fintech recognition

Global Elite Thought Leader Fiona Ghosh is described by peers as “a very impressive Lawyer who knows her stuff and is respected by clients”. She comes particularly well regarded for her Payment Services expertise.

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Our Technology practice regularly advises on some of the largest and most complex tech transactions in financial services. We are also adept ourselves at using the best of technology to deliver innovative solutions which are cost-effective, insightful and speedy.

Unlike many other law firms, our experts act both in specialist fintech transactions, where there may be a higher level of risk for the established financial services provider, as well as large outsourcing and procurement technology transactions for leading banks and payment service providers. We know that there is a distinction between these types of deals and that they each require subtly different approaches and contractual positions.

Our experience includes: ► acting for a major bank in connection with contactless

payments and wearable technologies

► acting for a major international financial services provider on the provision and procurement of a payments hub for fintech access to BACS and CHAPS

► leading negotiations for a leading UK financial institution on its development and managed operation of a white-label mobile point of sale product

TECHNOLOGY & INFORMATION SERVICES

Clients appreciate “the depth of expertise and the relationship-based approach” the firm offers.

CHAMBERS UK

► advising a large UK financial services provider on the investment, development, procurement and management of a cloud-based corporate banking platform with a leading UK fintech.

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Leveraging data to exploit data is vital. At AG, we are equipped to advise you on a wide range of technology, communications and outsourcing related matters, and we have extensive experience in digital and data-related matters that can help drive success for your business.

DATA EXPLOITATION

Our experience includes:

► advising a major bank on the use of geo-location data in the context of potential mobile wallet solutions

► acting for WEVE, a JV between the UK’s three largest mobile network operators, on the development of a mobile marketing, loyalty and payment platform

► advising on data protection related aspects of Apple Pay and Samsung Pay by reference to the regulatory obligations of the Merchant, Issuer and Bank.

Helena Brown is “incredibly knowledgeable and responsive”.

CHAMBERS UK

Integrating technological developments is essential for

fintechs:

improve customer

reachmaximise sales

enhance customer

experience

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When businesses run off technology platforms, it is important to have in place IP programs and procedures which identify and protect IP rights, including confidential information, as a means of safeguarding investments made in new products and services.

INTELLECTUAL PROPERTY (IP)

Protecting and managing brand is equally important.

This remains challenging as customers rely on websites, online customer support channels and social media as engagement tools. Any misuse of brand or association with poor quality service providers needs to be managed proactively.

As well as providing advice and support on the above challenges, we are also able to tap into both contentious and non-contentious IP specialists.

Our experience includes:

► advising a major international insurance and financial services organisation in respect of a joint venture set up to hold and exploit IP rights in a software product

► acting for one of the largest broking houses, Tradition Financial Services Limited, against Argus Media in a dispute relating to the use of coal pricing data.

It’s the simplicity of dealing with them - they tend to make everything easy and rather than coming to you with problems they will come to you with a solution, giving you their point of view on the legal points but with a commercial spin.

CHAMBERS UK

“White-label” offerings

Research and development agreements

Patent and software licences

Drafting and negotiating IP

heavy outsourcing agreements

Trademark

We can help you build a resilient IP program. Our experience in the IP space can help you build a resilient IP program. For example:

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We have an experienced team bringing together excellence in transaction execution with market-leading sector and regulatory knowledge in financial services, proven and innovatively delivered on complex transactions.

Whilst most law firms have corporate and M&A practices, Addleshaw Goddard has a specialist, highly regarded, FS Transactions team advising on leading deals in the financial services sector, from growth and development capital work, to domestic and cross border M&A, joint ventures, capital raisings, restructuring and reorganisations.

CORPORATE

Our experience includes:

► advising Business Growth Fund on its investments in payment card manufacturer Thames Card Technology

► advising NIBC on its investments into Ebury, iwoca and OakNorth

► advising a variety of start-up businesses seeking angel, growth or development capital through various funding rounds.

Fantastic business acumen and industry knowledge.

LEGAL 500

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EXPERTISE YOU CAN RELY ONFIONA GHOSHHead of Fintech

+44 (0)20 7788 5120+44 (0)7841 000026fiona.ghosh@addleshawgoddard.com

WILLIAM JAMESHead of Payments

+44 (0)20 7880 5771+44 (0)7831 652807william.james@addleshawgoddard.com

Fiona specialises in complex commercial, IS, payment and fintech arrangements. She sits on the Lexis Nexis Consulting Editorial Board for Commercial Law and the editorial board of the journal, Payments & Fintech Lawyer. She is listed in Who’s Who Legal (2019) as a Global Thought Leader in Fintech Law, Innovate Finance’s Women in FinTech Powerlist 2018 for Professional and Financial Services and as a leading Commercial and Payments & Fintech lawyer in both Chambers & Partners and Legal 500 (2019). Fiona heads AG’s FinTech Group, acting for financial institutions and fintechs.

Fiona is a leader in her field on advice relating to strategic alliances and joint ventures. Her expertise also includes outsourcing and other complex commercial arrangements. She leads in strategic advisory work, multi-jurisdictional business process outsourcing (back and middle office) platform integration and global administration services for multinational corporations, banks, asset managers and global insurers.

She specialises in advising in the field of payment services including digital and mobile payment solutions, payment aggregation and merchant acquiry and is a regular speaker at international conference events on Commercial, FinTech and Payments law.

Exceptional first-class all around.

THE LEGAL 500

William is a Partner based in the corporate/commercial division. He specialises in payments and leads the firms’ payments team. William is recognised as a payments specialist in Chambers with clients commenting that he has a “genuine proactive interest in the payments space”. He has advised on some of the most significant payment transactions and innovations in the UK over the last ten years and regularly works for banks, technology companies and payments processors on a wide variety of corporate and commercial transactions including mergers and acquisitions (M&A), partnerships, joint ventures and commercial arrangements.

His experience includes the joint venturing and disposal of HSBC’s payment processing business to Global Payments. He has advised two high-street banks on their payment processing arrangements and ongoing relationship with their processors. He has spent time in-house with a major UK card issuer and was involved in the first implementation of a mobile payment device in the UK. More recently he has assisted on the legal implementation of digital mobile payments for a major UK bank with various technology and payment network providers.

He has significant expertise in the card affinity space and has advised in relation to various card affinity and loyalty schemes for banks working with large UK retailers.

Creative, solutions-oriented payments practitioner.

CHAMBERS AND PARTNERS

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AMANDA HULMEHead of Financial Regulation

+44 (0)20 7880 5853+44 (0)7921 404515amanda.hulme@addleshawgoddard.com

HELENA BROWNHead of Data Protection

+44 (0)13 1222 9544 +44 (0)7407 735118 helena.brown@addleshawgoddard.com

Amanda is rated as one of only two “star individuals” in the UK for consumer finance in the guide to the legal profession, as well as having a leading regulatory practice in consumer credit regulation and payment services, and provides regulatory advice to a significant number of financial services clients including all the UK clearing banks. She advises a wide range of clients on regulatory compliance with the Consumer Credit Act, Financial Services Authority regulation for banks and mortgage lenders, the Payment Services Directive and consumer protection. She also has extensive experience supporting due diligence on mergers and acquisitions and securitisation transactions. She now heads up the Financial Regulation Team and is Head of Brexit for the firm.

One of the country’s leading experts in consumer credit and regulation.

CHAMBERS AND PARTNERS

Helena is an accredited data protection practitioner and has extensive experience advising and delivering training to clients in banking and finance, public sector, media, healthcare, sports and charities sector on a full spectrum of data protection matters, including audit and policy implementation, international data transfers, PIAs, security reviews, contractual reviews, consent and database augmentation, subject access and defending Information Commissioner Complaints and investigations.

Helena is also an experienced technology and IP lawyer and specialises in technology procurement and outsourcing, complex commercial contracts and intellectual property protection and exploitation, including database rights in the context of data protection. She is an elected member of the Law Society of Scotland’s technology committee, currently leading their guidance on cybersecurity. She is also a member of Scottish Financial Enterprise, the Society for Computers and Law and the Scottish Charities Finance Group.

Incredibly knowledgeable and responsive.

CHAMBERS AND PARTNERS

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ELVAN HUSSEINPartner, FS Transactions

+44 (0)20 7160 3431+44 (0)7795 961285elvan.hussein@addleshawgoddard.com

Elvan has experience advising on a broad range of corporate transactions in the fintech sector including domestic and cross-border M&A transactions, investments, fundraisings, joint ventures and shareholder arrangements. Clients that Elvan has advised include banks, clearing houses and fintechs.

She has strong experience and knowledge across the fintech sector and provides strategic, commercial and pragmatic advice which is tailored to the specific needs and pressures of our fast-moving, constantly changing business.

RICHARD EVETTS, COO, BINK

CLARE HUGHESPartner, Financial Regulation

+44 (0)20 7160 3989 +44 (0)7731 009202clare.hughes@addleshawgoddard.com

Clare specialises in consumer finance and retail banking. She works with a wide range of clients across all sectors of the retail finance industry including retail banks, credit card issuers, alternative finance providers, asset finance lenders and brokers. She also works with clients in relation to the implementation of and compliance with payment services regulation.

Clare’s work with clients in these areas covers new product development, drafting customer facing documentation, distribution channels, post origination servicing as well as transactional support. Clare has extensive experience of advising clients in redress and remediation projects in the consumer finance space across running account and fixed sum lending products.

Brilliant and our first go-to lawyer.

CHAMBERS & PARTNERS

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DAVID ANDERSONPartner, Corporate

+44 (0)13 1222 9808 +44 (0)7436 808144 david.anderson@addleshawgoddard.com

David is a corporate and commercial lawyer based in the firm’s Edinburgh office.

David advises on transactional corporate matters, business process and IT outsourcing arrangements and software/technology and IP exploitation. He has a particular focus on private equity, venture capital work and in working with entrepreneurs seeking to exploit new technologies. David leads the digital sector group in Scotland and is a notary public internationally registered with the Foreign and Commonwealth Office.

David is recognised as a leading individual in The Legal 500 under the IT & Telecoms category and noted as particularly active in the digital and fintech sectors in relation to corporate transactions.

David provides f lexible advice and support in the timescale required. He is easy to deal with and understands our business, its technology and how to protect it.

MARTIN BRUCE, HEAD OF LEGAL, FNZ

ANDREW M. YANGPartner, Corporate Finance

+852 2253 3051 +852 9261 3789a.yang@aglaw.com

Andrew is a partner in our Hong Kong office. He is qualified in New York and Hong Kong and has been practising in Asia since 2003. Before joining Addleshaw Goddard, he was a partner in the Hong Kong office of a global law firm.

Andrew has extensive experience working with small to medium enterprises, listed companies, venture/growth funds and other financial institutions primarily located in Indonesia, Singapore, Hong Kong, China and Mongolia. He primarily handles corporate finance matters ranging from venture capital/private equity, M&A, joint ventures, capital markets, bank finance and fund formation for a wide range of investors, companies and financial institutions. His capital markets expertise covers equity, equity-linked and debt (with a speciality in high-yield). In 2014, Andrew was named the “high-yield rising star” by the IFLR.

Andrew is active in the start-up community in Hong Kong and SE Asia. He works closely with a number of incubators and venture capitalists advising early stage companies primarily in the technology industry.

A prominent figure in the start-up community in Hong Kong and Southeast Asia.

LEGAL 500

REF: 11306

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