Laura Charles is a corporate lawyer specialising in advising institutional investors, in particular pension scheme trustees, and leads a sub-team of lawyers specialising in pooled fund investments.
Laura has visibility to a huge range of investments into pooled funds, funds of one and life policy products. In 2021, the aggregate value of investments into pooled investment opportunities overseen by Laura exceeded £3 billion.
The investment structures are both open and closed in nature, such as limited partnerships, unit trusts, common contractual funds and open-ended investment structures. The advice is always based on English law principles but the funds concerned are formed in a variety of offshore jurisdictions with Jersey, Guernsey, Luxembourg, Ireland, Delaware and the Cayman Islands remaining popular to access a broad range of underlying asset classes.
The advice is structured in an easy to digest manner the key focus being to highlight the legal details applicable to an investment that are important considerations in the decision making process. Issues considered include the investor's liability and limitations on the fund manager liability, liquidity focusing in redemption and transfer rights and provisions which dilute such rights, conflicts of interest, the ability for the fund manager to amend the fund documentation, fees and expenses payable by the fund and directly by the investor and reporting to name but a few.
Laura and the team seek to secure additional protections for investors to better their terms for the life of the opportunity, adapting the diligence and reporting to address specific concerns of each clients.
This investor side focus enables Laura to be very close to the evolution of terms and market norms which enhances Laura's role acting for investors participating in opportunities by way of complex joint ventures, private funds and co-investments.
Laura also advises clients on life-cycle matters, transfer of interests on a secondary market, variation to investment terms during fund life and most favoured nations' elections.
A previous in-house position has enhanced Laura's ability to see things from the client's perspective. Laura appreciates the need to tailor advice to fit with the big picture and assist clients in dealing with internal complexities and approval processes.
Laura has also had significant involvement with the firm's corporate responsibility programme and values the insight this has given her to the approach taken by the firm, its clients and suppliers. This is particularly relevant now with a notable increase in the scrutiny investors are putting on environmental, governance and social factors in the context of investments.
- Advising Hyde Housing Association on its cornerstone investment into the new M&G UK Shared Ownership Fund which will be a for-profit registered social housing provider. Reviewing, reporting and negotiating terms applicable to the investment whilst ensuring appropriate interaction with wider deal arrangements.
- Acting for a Local Government Pension Scheme on its participation in a new co-investment vehicle established for the acquisition of various hydro power plants located in Portugal. This investment was structured via a French limited partnership and side letter terms had to be secured to appropriately protect the local government pension scheme investing.
- Advising on the secondary market sale of two holdings in different Infrastructure Funds (valued at around £100 million) including the complex navigation of the pre-emption round.
- Advising on an investment valued at around £500 million into a fund of one, structured as an Irish investment company with variable capital and formed by BlackRock Asset Management. The use of the fund of one within a wider umbrella fund structure with investment guidelines tailored to investor's requirements appears to be an increasing trend.
- A 'first of its kind' transaction by a UK pension scheme structuring its investment in a manner which seeks to secure member benefits using capital provided by a third party investor. The investment was structured as a Guernsey limited partnership and involved negotiation of provisions within the agreement to protect the pension scheme throughout the life of the arrangement and input relating to collective investment scheme requirements.
- Reviewing, reporting and advising investors on the legal terms applicable to a variety of pooled investment funds such as Chorus Capital Credit Fund IV, BentallGreenOak UK Secured Lending III LP, Venn Commercial Real Estate Fund II LP, M&G Alpha Opportunities Fund and Veritas Common Contractual Fund. During the review process Laura works closely with investment teams/ committees, corporate and professional trustees and investment advisers engaging directly with fund managers as part of the legal diligence and, where appropriate negotiating changes to investment terms and side letter provisions.
- Reviewing, reporting and advising on the legal terms life policy investments ranging from £10 million to £1 billion offered by Insurers such as Legal & General, Mobius Life, BlackRock Life Limited, State Street Securities.