In this role I have assisted and undertaken work for the firm in respect of its clients which are largely “Start-up” (including technology based) entities within the United Arab Emirates (“UAE”) - Dubai. Work includes assisting/ advising on matters pertaining to the following:• Prepare, draft, negotiate and review the firms Commercial Contracts, for example, various Outsourcing and Technology Service Provider Agreements, Licensing agreements, Procurement agreements, Software as a Service (SaaS”) Agreements, Collaboration agreements, Terms of Business and Engagement Letters, Non-Disclosure Agreements (“NDA’s”);• Lead the full “contract lifecycle”, from initial instruction and triage, and spearhead negotiations, through to the final execution with the firm’s clients, and vendors / strategic partners;• Enhance scalable efficiency solutions and swift negotiations by developing “template” contract documents to be used during the contract negotiation process;• Collaborate with multiple business units within the firm (for example, Product, Finance, Sales, Operations, Compliance, Senior Management, Research, Procurement) and also across the Legal team and “produce/ outline” the firms contract “negotiation policies”, highlighting what can and cannot be contractually agreed to/ and accommodated, thereby solidifying and streamlining the contract negotiation process while simultaneously and actively managing potential “legal risk” and delivering tailored solutions and business oriented counsel;• Perform regular “audits” of the legal negotiation policies and sample of contracts reviewed, and highlight/ report any deficiencies discovered;• Perform Corporate secretarial services;• Assist in the production of transactional documents;• Support the Compliance Team in performance of their corporate regulatory responsibilities;• Assist in the production of and reviewing of Marketing materials, Board Packs, filings and Resolutions for signature by Board Directors;

• On receiving initial instructions, collaborate across internal teams and prepare a project “plan” outlining project milestones and timelines, then act as the “Project Lead” person for investment funds, including those specializing in Artificial Intelligence (“AI”) investments;• Lead the “contractual lifecycle”, from instruction and triage, to spearheading and undertaking the timely drafting, negotiation, and review;• Propose and develop scalable solutions by preparing and developing a library of “template” contractual documentation;• Manage the final “sign-off” for all “final execution version” documents;• Collaborate with business units (eg, Product Development and Project Management, Operations, Compliance, Finance, Research, Procurement and Sales) and providing guidance on applicable regulations, product legal design and assist in achieving key business objectives while delivering “value-add” business and solutions focused counsel; • Support the firms Environmental, Social, and Governance “ESG” Team in the conversion of the existing stable of investment funds into new “ESG” compliant funds as part of an ESG conversion program;• Document and improve department processes and procedures in order to build more robust internal processes and minimize legal and regulatory risk;• Prepare Investor Letters/marketing materials for investor digestion to ensure the material is clear, fair and not misleading for investors;• Manage internal and external Stakeholder relationships;• Assist with the “end-to-end” management of regulatory approvals by planning, implementing and delivering of projects, with a focus on tight regulatory/project related timelines;• Act as the firms “point of contact” with the industry regulator (i.e. the Financial Conduct Authority in the UK);• Manage product registration activities required to support the international marketing and distribution of M&G Wholesale investment funds in Europe and Pan Pacific Asia;

• Prepare, draft, negotiate and review the firms Commercial Contracts, for example, various Outsourcing and Technology Service Provider Agreements, Licensing agreements, Procurement agreements, Software as a Service (SaaS”) Agreements, Collaboration agreements, Terms of Business and Engagement Letters, Non-Disclosure Agreements (“NDA’s”), Investment Term Sheets, Prospectuses and Instruments and lead the full “contract lifecycle”, from initial instruction and triage, to negotiation conclusion and final execution with the firm’s clients, and vendors / strategic partners;• Enhance scalable efficiency with regards to the negotiation of contracts and investment term sheets by creating “template” documents;• Produce and regularly update the Company’s “contract negotiation policies”;• Perform annual audits of the contractual negotiations policies, highlighting any deficiencies discovered and any remedies actioned;• Collaborate with internal teams within the firm, such as Product, Operations, Finance, Sales and Research, Procurement and provide efficient counsel;• Liaise with the firm’s financial services regulatory bodies such as the Financial Conduct Authority “FCA” in the UK and the Central Bank of Ireland “CBI” on behalf of the firm;• Review and draft Investment Fund “marketing material” documentation for investor digestion;• Act as a point of contact for internal/ external Stakeholders;• Assist the firm in developing its policies, enhancing corporate governance and complying with Financial Conduct Authority “FCA” and Central Bank of Ireland “CBI” regulations through regular monitoring exercises and report quarterly to the FCA, CBI and to the Board of Directors on behalf of the firm, highlighting any issues identified/ remedial action taken;• Ensure compliance with the General Data Protection Regulation (“GDPR”) and perform GDPR monitoring/reporting to the Directors;• Perform Know Your Customer (“KYC”) due diligence on clients as part of the “MLRO” function;

COMPLIANCE:• Keep abreast and advise during negotiation in relation to the current FCA Rulebook pertaining to Collective Investment Schemes and relevant agreements;• Keep abreast of new and upcoming financial regulatory developments as and when they are proposed. e.g. regulatory developments such as previously the UK OEIC Protected Cell Regime, RDR Platform developments, AIFMD, UCITS V, and currently the MiFiD II, Market Abuse Directive II, PRIIPs KIID developments for Non-UCITS funds, and General Data Protection Regulations, etc.INVESTMENT MANAGEMENT:• Required to advise on legislation/ regulations, eg, Junior ISA Rules;• Involved with the launch, structuring and ongoing maintenance and winding up of OEIC and Authorised Unit Trusts. Fund structures used were UCITS/ NURS.• Required to perform various ongoing fund scheme changes (e.g. issue of new share classes, change of base currency, change of name, change of investment objective, and conversion of fund structures, etc);• Negotiate and draft the following documents in line with FCA rules & Capita company policy:• Platform Agreements, Unit linked pooled product Fund Link Agreements, Terms of Business, Distribution Agreements, Novation & Variation Agreements, Custody Agreements, Depositary Agreements, Side Letters, One way & Mutual Non-Disclosure Agreements, Investment Management Agreements, Authorised Corporate Director Agreements, Sponsorship Agreements, Engagement Letters and other ancillary fund agreements;• Negotiate and draft general a range of Commercial Out-Service Agreements and Consultancy/ Advisory & IT Agreements;FUND ADMINISTRATIVE/ CO SECRETARIAL:• Arrange meetings, draft meeting Agendas, and relevant Extraordinary Board Meeting (“EGM”) Shareholder Circulars (including appropriate resolutions) and EGM document packs;• Interact with senior management and fund board directors and shareholders whilst ensuring strong corporate governance and regulatory compliance during fund scheme changes;

Temporary contract position from February 2011 to August 2011 involving the following duties:• Negotiating Fund investment documentation, e.g., Unit linked pooled product Fund Link Agreements/ Fund Platform Agreements, Terms of Business;• Preparing Novation & Variation Agreements;• Preparing Side Letters to vary fund agreements;• Assisted in repapering of contracts necessitated due to a Part VII Novation (insurance portfolio transfer) under Part VII of the Financial Services Markets Act 2000;• Assisting in an ad hoc legal capacity in the fund separation project;• Required to have understanding of FSA Rulebook pertaining to Collective Investment Schemes (COLL) Rulebook;• Maintaining document library;

• Assisting in the preparation of cases for trial.• Duties involved assisting in the research of cases for trial purposes.• Assisting in the answering of requests for opinions from solicitors on matters of law.• Helping in the formation of arguments for trial and attendance at court.• Areas covered: General Commercial & Crime matters;

• Responsible for providing ad hoc advice on compliance with appropriate FSA regulatory requirements for Collective Investment Schemes as identified in FSA Rulebooks;• Interpreted FSA handbook rules, legislation (eg, Regulated Activities Order 2009) & relevant EU Directives (e.g., MiFID and reporting my findings to senior management, then subsequently formulating amendments to both company policy & internal procedure in order to reflect compliance with those requirements;• Required to act as company secretary and draft Shareholder Resolutions for circulation, then attend Fund Board of Director meetings offshore and draft board minutes for signature by the fund board of directors;• Responsible for advising fund directors on fund “Product Development “and for ensuring a smooth & efficient legal, operational and FSA compliant alternative investment fund launch;• Assisted with the drafting and amending of Fund documentation, e.g., Fund Prospectuses; Investment Management Agreements; Side Letters, Administration Agreements, etc.• Responsible for acting as Project Manager from a Legal, FSA Compliance perspective;• Required to undertake ad hoc department monitoring to ensure compliance with FSA rulebook;• Required to undertake FSA / JMLSG anti-money laundering KYC due diligence checks on new clients;• Approved Fund financial promotion marketing material prior to release, to ensure compliance with FSA fund marketing regulations, i.e. to ensure fair, clear and not misleading;• Liaised with all necessary counterparties, e.g. Administrators, Custodians, etc. • Liaise with clients and respond to client queries as and when required;• Responsible for all Fund Product Governance issues for ongoing fund products;• Responsible for legal due diligence of underlying fund investments;• Gained experience of regulatory requirements relating to OEIC’s generally (and specifically Cayman Island listed funds), UCIT’s fund requirements, Fund of Funds, Private Equity Funds;

• Required to interpret FSA Rulebook and advise the firm of regulatory requirements, e.g., SYSC compliance, ML Sourcebook compliant re-vetting of firm clients, COBS compliant repapering of client documentation, etc.• Responsible for acting as Lead Compliance Project Manager for “N2 regulation compliance project”. The N2 Compliance project involved interpreting the new FSA N2 regulations as they applied to Kokusai Europe Limited and implementing all necessary changes;• Developing and implementing a Kokusai risk rated compliance monitoring program;• Responsible for reporting to the Board of Directors of Kokusai Europe Limited on a bi-monthly basis on compliance matters and on subsequent merger progress;• Member of the Tokyo Mitsubishi International / Kokusai Europe Limited merger committee;• Responsible for compiling a Compliance Review/Controllers Reports and other such reports as required by FSA reporting due dates and submitting them to the FSA;• Perform ongoing staff compliance training & HR function within the company;• Managing two Compliance staff members which reported to me;• Responsible for preparing and implementing the firms KYC policy in line with applicable JMLSG Guidelines and new assisting in the preparation of new Compliance Manual;• Deal with day-to-day trading floor regulatory and compliance issues as they arise;• Advise and assist the business on changes required by new regulation and legislation, both domestic and that of EU origin;• Checking position limits, restricted watch lists, monitoring for suspicious trade activity;• Amending legal documentation/agreements for distribution to Kokusai Europe clientele;• Responsible for FSA reporting in terms of calculating Counterparty Risk Requirements and Position Risk Requirements, before submitting them to the Finance Officer for submission to the FSA;• Liaising with our firm’s point of contacts at the FSA, LIFFE and ISMA with relation to the Equities, Derivatives and Bonds trading;