FinTech in Trade and Trade Finance – legal issues now and going forward

Presentations by Geoffrey Wynne and Joel Telpner, Partners Sullivan & Worcester 24 October 2018 New Broad Street House 35 New Broad Street London EC2M 1NH

FinTech in Trade Finance – a US perspective

Presentation by Joel Telpner, Partner Sullivan & Worcester LLP 24 October 2018 New Broad Street House 35 New Broad Street London EC2M 1NH

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Trade Finance-–The “Old Fashioned Way” Why Have This?

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One Possible Blockchain-enabled Future When We Can Have This:

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Blockchain Benefits for Trade Finance

Single source of truth on a distributed ledger › Records of processing, storage of data, and non paper records

would be more accurate and reliable

› The costs of developing, maintaining and operating multiple proprietary systems are therefore removed

Improved operational efficiency for all parties in the ecosystem › Eliminates need for complex reconciliation or trusted centralized

counterparties and third parties

› Faster transaction processing time

Greater comfort for liquidity providers to finance transactions.

Facilitates asset transfer › Improves established ways of recording and transferring ownership

and value

Fraud prevention—KYC and AML programs

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Blockchain Benefits for Trade Finance

Financial documents linked and accessible through blockchain can be reviewed and approved in real time reducing time to initiate shipments

Regulators can be provided with a real-time view of essential documents to assist in enforcement and AML activities

Financial institutions facilitating trade finance through a blockchain platform would no longer require a trusted intermediary to assume risk, eliminating the need for correspondent banks

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What Might That Future Look Like

Source: Deloitte 7

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Is the Future Here Now?

Over the last years, various market initiatives and consortia have been launched to explore the merits of blockchain and other fintech solutions for trade finance

Some 2018 developments

› Presented in no particular order and not endorsed by us

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TradeIX: Goals

Extend credit terms for key clients without impacting or even improving Days Sales Outstanding

Optimize client’s working capital

Broaden client’s funding base and leverage credit insurance

Deploy extensible trade finance solutions to client’s ecosystem

Create easy and efficient connection to existing platforms of the participating parties through APIs

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TradeIX: Solution

Blockchain-enabled trade finance transaction with financing provided by Standard Chartered and credit risk mitigation from AIG › Permission-based distributed ledger technology

› Logistics company can place invoices on the TIX platform providing real-time visibility to manage customer terms and credit risk

Platform provides: › Single interface to multiple funding and risk mitigation options

› Integration into existing systems of bank, trade credit insurer, and corporate providing end-to-end solution

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TradeIX

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Marco Polo Network: Challenges Addressed Lack of standards and interoperability give rise to

disconnected trade systems that do not speak to one another

Disconnected, siloed trade systems that do not speak to one another

Little visibility into critical data from trading parties

Slow, inflexible and costly client integrations with legacy solutions

No efficient way to manage and finance trade assets and working capital from multiple sources

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Marco Polo Network: Goals

For financial institutions: › Reduce operational costs and risks associated with delivering trade and

working capital solutions.

› Increase revenue opportunities by connecting efficiently with their corporate clients and getting access to new corporates and real-time trade data.

› Efficient and fast client onboarding process

For corporates: › Reduce administrative costs and risks in using working capital finance

solutions

› Single access channel to connect to existing and new financial institutions

› Have access to a wider range of funding opportunities.

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Marco Polo Network: Solution

Modules and Applications: Trade and working capital finance solutions for financial institutions and their corporate clients

APIs & Developer Tools: Built for the trade and working capital finance for easy integration-- end-to-end trade and working capital finance applications within the ERP environment, integrating multiple different trade finance solutions and products

Rules & Workflows: To create and manage workflows, rules, business logic for trade and working capital finance programs

Platform Services: Manage cross-platform services such as tasks and alerts, compliance, analytics, reporting and 3rd-party integration

Blockchain Technology: Open technology infrastructure that enables real-time exchange of trade data and assets between parties

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Marco Polo and TradeIX Integration

TIX Apps: Open account trade finance applications for both internal and external client facing solutions focused on receivable and payable finance solutions for corporates as well as applications for banks and alternative funders to finance and distribute these trade assets

TIX Developer: Allows members to build and deploy their own trade finance applications, test prototypes, smart-contracts, query and validate critical financial data, contracts, identities, and assets

TIX Composer: Allows members to create and manage rules, logic and conditions for trade finance transactions used in TIX Apps. Can be used for onboarding of trading partners, credit underwriting, pricing assets, payments, credit and risk management, asset distribution across the trade ecosystem

TIX Core: Uses R3 Corda DLT and provides distributed data storage and bookkeeping, execution of complex business logic, automated contract enforcement, identity management, asset verification and tracking

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TradeShift: Offerings

Tradeshift Pay: end-to-end supply chain accounts payable payments solution-- › One payment wallet to access all payment options in one place,

including virtual cards, dynamic discounting, supply chain finance and blockchain-based payments

› Connects to multiple banks and leverages their existing systems

› Automates payables and manage payments in one solution

Tradeshift Buy: access with suppliers’ content to create private marketplace of goods and services. › Order collaboration with suppliers

› Global supplier onboarding programs

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Traydstream: Digitizing Trade

Optical Character Recognition (OCR) software using machine-learning and natural language processing to convert paper-based information into a machine-readable format, extracting the relevant data and structuring a digital copy of the original › Automation: Reduce the operational burden of manual data

entry

› Efficiency: Accelerate the flow of documents to trade and compliance checks, and ultimately financial settlement

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OCR for Trade Finance

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Technology

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Maersk and IBM: Industry-Wide Cross-Border Supply Chain Solution on Blockchain Working with a network of shippers, freight forwarders, ocean

carriers, ports and customs authorities to build a global trade digitization solution

› Each participant can view the progress of goods through the supply chain, understanding where a container is in transit and can see the status of customs documents, or view bills of lading and other data

› Detailed visibility of the container’s progress through the supply chain is enhanced with the real time exchange of original supply chain events and documents

› No one party can modify, delete or append any record without the consensus from others on the network

This level of transparency helps reduce fraud and errors, reduce the time products spend in the transit and shipping process, improve inventory management and ultimately reduce waste and cost

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Gatechain: Using Automation

Electronic Trade Documents

Automated Export Financing › Tokenized credit automatically provided through pre-defined

contract rules

Smart Factoring Solution › Almost real-time settlement of trade receivables with goal of

improved cash-flows

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XinFin: Developing its Own Blockchain

TradeFinex – A global marketplace platform for peer to peer trade and financing › TradeFinex platform helps buyers secure capital at globally competitive

rates, give suppliers visibility on global tenders and customer base and gives financiers real time visibility on investments using digitization and IoT asset integration W

› TradeFinex platform enables buyers, sellers and financiers to trade and finance projects globally that banks are unable to finance

E-Wallet – An enabler for real time remittance, payment and settlement

XDC Tokens – Native token used for real time cross border settlement mechanism for trade and financing activities

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HSBC and ING: Complete live trade finance transaction on blockchain Transaction completed using the R3 Corda platform, with a

cargo of soybeans exported from Argentina to Malaysia

Cargill was the exporter and importer on a deal that saw Cargill Geneva selling soybeans on behalf of Cargill Argentina, and Cargill Singapore buying the goods on behalf of Cargill Malaysia

Used letter of credit module of Corda that was developed by 12 banks

› Transaction time was reduced from a standard five to 10 days, to 24 hours

While the LC was executed on blockchain, other elements of the transaction cycle – such as the bill of lading – were not

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Regulatory Challenges

Presently, there are no U.S. regulations or laws that adequately recognize electronic versions of negotiable instruments.

Legal recognition of electronic documentation will be a key enabler of blockchain-based trade finance applications.

Legal obstacles: › Laws that specifically require negotiable instruments to be signed writings

› Laws that cover electronic promissory notes but not bills of exchange or drafts

› Absence of case law interpreting existing statues to cover electronic negotiable instruments

UCC Article 3 expressly defines a negotiable instrument to be a “written” undertaking that is signed › A payment commitment includes both negotiable instruments and letters of credit

but negotiable instruments are covered by UCC Articles 3 and LCs are covered by UCC Article 5. While bills of exchange and documents of title both constitute “orders,” bills of exchange are “orders” to pay money and are governed by UCC Article 3, but documents of title are “orders” to deliver goods and are covered by UCC Article 7.

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Regulatory Challenges

As blockchain technologies advance in trade finance, they will encounter the same challenges as prior digitization effort

Uncertainties of the legal principles continue to exist regarding disputes relating to legality of electronic instruments

What is the solution? › Market participants must collaborate, not just with one another,

but also with U.S. legislators, regulators, and industry bodies, to determine the appropriate legal framework.

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Blockchain Challenges

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FinTech in Trade and Trade Finance – legal issues now and going forward – a UK perspective

Presentation by Geoffrey Wynne, Partner Sullivan & Worcester UK LLP 24 October 2018 New Broad Street House 35 New Broad Street London EC2M 1NH

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FinTech in Trade Finance

Update on the previous FinTech breakfast seminar

Current issues

Purposes of using FinTech

What is being done at the moment and what can be done in the future?

Electronic documents – legal or not?

Blockchain and the Bitcoin block

Other blockchain enabled technology – platforms / smart contracts

Current position

Looking forward

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Where are we now?

Talk of 27 October 2016 – raised issues and considered solutions

› Much debate since

Concentrated on where electronic documents are being and could be used

Considered legal issues

Technology ahead of legal developments?

Result …….?

Examine now in the context of current trade and trade finance initiatives

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Current Purposes of Fintech?

Executing existing things faster

Doing new things?

Overall cost reduction for transactions

Lower risk of duplicate financing

Lower risk of loss/manipulation of documents

Removing middle/back office steps

Paperless

Creating a central (or decentralised) database, easily accessible by relevant parties (or all?)

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So how can we get to paperless trades?

Streamlining of trade/trade finance

Used in supply chain

› Invoices

Electronic Platforms

eLetters of Credit

eBills of Lading

What risks?

› Forged documents

Where is the law in all this?

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What to look at

Law of Merchants (Lex mercatoria)

Codification (Bills of lading, Bills of exchange)

Custom, Practice and Precedent

Change of media

› Paper to paperless

› Revolution or Evolution?

‘Light Touch’ make it work with commercial agreements between parties

Replicate legal results: the only change is the media

How to apply the law to Fintech

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UNCITRAL Model Law on Electronic Transferable Records

The UN commission on international trade adopted the model law in July 2017

The Model Law specifically allows for documents to be written, signed and endorsed (which overcomes the potential delivery hurdle) electronically

Unfortunately, there is no indication that the UK (or the US) has any current intention of adopting the Model Law or to bring the relevant articles into current legislation

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Legal issues– are e-legal documents valid under UK law?

Current

› concept of delivery –English law may allow for this, unless there is an element of “possession” being required.

Fixed or fixable

› To fix the potential flaw with electronic delivery, either the law would need to be updated (by lobbying the appreciate minister to update the law, adopt the UNCITRAL Model Law (MLETR) or bring a test case to the courts)

Future

› Even is the law is clarified, it may take time to persuade companies to adopt wholly electronic transactions, with additional safeguards (e.g. security and risk of manipulation) needed to be in place

› Should the law be amended, it may allow for a possession of an intangible under English law, which may have far-reaching consequences (e.g. for IP rights)

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Legal issues– are e-legal documents valid under foreign law?

Current

› It appears that under US law, e-document are still not valid (with limited exceptions)

› E-documents may be illegal/not-recognised/unenforceable under local law, which may mean that this is not yet viable for trade finance, which typically deals with multiple jurisdictions in any given deal

Fixed or fixable

› Before executing a transaction, due diligence would need to be undertaken to ascertain the position of local law and e-documents. Should the relevant country have adopted the UNCITRAL Model Law, there should be no issue with the validity of e-documents.

Future

› With the evolution of technology, it is likely more countries will allow for provisions for e-documents paving the way for e-transactions

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What is being done – E-documents - UK

Under English law, are we nearly there?

› In writing – both case law and the Interpretation Act 1978 allow for a document or email, that is readable on a screen to be capable of satisfying the criteria to be “in writing”

› Signed - eIDAS Regulation 2015 states that an e-signature can have the same legal effect as a wet-ink signature

› Delivery – Law Commission paper of December 2001 acknowledged that the transfer of physical possession has become less important in today’s world. Under the Companies Act 2006, there is a presumption by law that a deed validly executed by a company, is delivered with no additional step

› Potential hurdle – in some legislation (e.g. Bills of Exchange Act 1882), delivery is defined or contains a “transfer of possession”. Notwithstanding the Financial Collateral Arrangement (No. 2) Regulations 2003 (FCARs) (which used the EU-imported use of “delivery”), it is a long-established tenet of English law that it is not possible to “possess” an intangible (which is what an e-document would be)

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What is being done – E-documents - US

Under US law, there may be more significant hurdles than you might think:

› UCC Article 3 – Negotiable instruments (bills of exchange and promissory notes). This has largely fulfilled its aim to promote and facilitate trade finance. However, the way it is written is that it limits “written” to paper based and does not allow such documents to be in digital form

› New York has not adopted the 2002 or 1990 amendments to Article 3 and instead relies on the 1962 original article

› New York have not adopted the Uniform Electronic Transaction Act (which recognises e-promissory notes), but NY does recognise electronic signatures

› Potential solutions include:

Amend/update UCC Article 3

Create a rule book (interim) between all “permissioned” parties

Adopt the UNCITRAL Model Law on Electronic Transferable Records of 2017 (MLETR)

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Blockchain – so what do we mean?

A blockchain is a series or list of records (each a block) which are linked together cryptographically in an “incorruptible, immutable digital ledger”. Each block contains a hash of the previous block with timestamp and the relevant transaction data.

The most well-known use of blockchain technology is that of cryptocurrencies and particularly Bitcoin.

Advantages of blockchain (they say!):

› De-centralised

› Immutable

› Secure

› Incorruptible

› Document at each node

What does this mean?

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The Bitcoin Blockchain

The blockchain that underpins Bitcoin is a decentralised public ledger of every transaction that has ever taken place, which can be checked anytime

The block is immutable and cannot be tampered with, which advocates of the technology state that bitcoin is more secure and safer than current systems

Miners use custom computers to solve complex mathematical problems in order to make a transaction. Part of a problem will always include a random number or viable, which helps create an encrypted hash

As each hash is unique and must meet specific cryptographic conditions this creates the security with the system. To tamper with this, each earlier block (each with its unique hash), of which there are over 500,000 would require each cryptographic problem to be re-mined which is they say “impossible”

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UK concerns with Bitcoin and cryptocurrencies or crypto-assets 19 September 2018, the Common Select Committee (Treasury) published a paper

on crypto assets, with a fairly negative outlook

“the term “crypto-assets” is more helpful and meaningful in describing Bitcoin, and the many hundreds of other ‘altcoins’ that have emerged over the past decade”

The blockchain underpinning Bitcoin cannot process anywhere near the volume that would be required for a mass-market payment system

Energy could be better spent giving bank account access to those without

Money laundering issue remains

Consumer protection issues / vulnerability of manipulation

Lack of regulation – something needed (FCA through Regulated Activity Order?)

However - “blockchain technology may have the potential to solve problems caused by a lack of trust in data integrity and may be a more efficient method of managing certain types of data in the long term, offering higher levels of security than centralised databases” in the future but they have not “ been presented with any evidence to suggest that universal applications of the technology are currently reliably operational”

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Bitcoin is not the only block, and cryptocurrencies are not the only application

The Bitcoin blockchain was not built to enable others to build apps or processes on

Ethereum, R3, IBM, Hyperledger and Ripple are examples of blocks specifically designed to allow third parties to build platforms or apps on their underlying blockchain

In theory, Ethereum is a blockchain platform that allows third parties to create apps/platform for the creation and use of smart contracts (self-executing code). Ethereum’s currency “ether” is usually used to “power” the third party platforms, increasing the value of ether and Ethereum itself

Ripple is designed to facilitate cross-boarder transactions by cutting out some of the intermediaries

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Blockchain in Trade Finance

The arguments

The way trade finance is structured could facilitate the use of blockchain and distributed ledger technology (DLT)

As financial documents on the block can be reviewed/approved in real time, the time taken for a particular SCF/CTF step (e.g. initiating shipment) would be greatly reduced

Lenders using a platform would no longer require a trusted intermediary to assume the risk which would remove the need for correspondent banks

Regulators would be able to see at any time (in real time) essential documents to facilitate KYC/AML

Should an immutable platform be created legally, which functions exactly as desired, then blockchain technology could revolutionise trade finance

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Platforms in Trade Finance

Platforms work by using the concept of electronic documents (receivables, letters of credit, bills of lading etc.)

How can it work from a legal standpoint?

In theory, can work if each party to the transaction is on-boarded onto the relevant platform and signs up the terms and conditions

The issue would then be encouraging the parties to on-board and trust that the technology is safe and secure – Many companies are happy to take part in pilot trades among friends, but as of yet, there has not been a substantial player willing to take the first plunge

As previously mentioned, there are some documents that under current English law may be incapable of being digitalised – this would mean if one party refuses to sign up to a particular platform, the transaction cannot take place

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KYC etc on Platforms Many platforms do not adequately address KYC and AML issues in

their current forms, which is likely to be an important factor when trying to persuade companies (particularly lenders) to on-board

Trades among friends have been completed but the scenario is very different when things go wrong:

› How and where to enforce?

› Does the relevant jurisdiction recognise e-documents/blockchain?

› Are there regulatory hurdles that need to be overcome in the relevant jurisdiction?

These questions will need to be answered satisfactorily before a platform is likely to receive an influx of companies

Some answers are being promulgated

› ICC paper on electronic bills of lading

› Answers or problems identified?

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Legal/regulatory issues– blockchain and blockchain enabled technology under English law

Current

› There is currently very little to no guidance specific to blockchain enabled technology under English law. The Commons Select Committee paper paints a rather negative view with relation to blockchain, but does note there may be scope for future use

› It appears likely that there will be some form of FCA regulation for certain, but as of yet, unspecified blockchain activities

› However, at the moment the unregulated nature of this area, in theory, allows companies to experiment and to launch platforms/initiative without necessarily having to comply with strict regulation

Some regulations do bite on certain aspects

Future

› It is likely there will be regulation to cover this, but with the current Brexit negotiations taking place, it is unlikely to take place in the short-term

› Many issues will need to be suitably address (e.g. KYC, anti-money laundering, security of the platform, consumer rights and protections, insurance)

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Legal/regulatory issues– blockchain and blockchain enabled technology under foreign law

Current

› No country has produced a full set of regulations regarding the legality/ regulation for blockchain enabled technologies and many have no public statement on how they view crypto-assets

› In the US, certain offerings (e.g. an STO) are exempt from regulation under Regulation D / Regulation S

› Bitcoin is illegal in certain jurisdictions (e.g. China, Ecuador, Bolivia) and is contentious in others (e.g. Russia and much of Asia), which may provide some insight into how these countries will view other applications of the blockchain

Future

› Certain jurisdictions have taken small steps to implement law and regulation, but it appears most countries are adopting a “wait and see” policy

› There will certainly be regulation in the future, but it appears everyone is waiting for someone else to take the first step

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Would adopting the Model Law enable a legal framework for blockchain enabled technology?

Current - No

› The Model Law does not apply to electronic transferable records that exist only in electronic form

› The rationale is that these records would not require a functional equivalent to operate in an electronic environment, as, by their nature, they are the electronic environment

Future – Possible

› In the guidance for the Model Law it highlights that this law was only drafted to focus “on domestic aspects of the use of electronic transferable records equivalent to paper-based transferable documents or instruments”

› It then states “that international aspects of the use of those records, as well as the use of transferable records existing only in electronic form, would be addressed at a later stage”

› Therefore it appears likely that there will be a Model Law on solely electronic records, which may be drafted to include blockchain enabled technology

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What is being done – some platforms

Proof of concept– A number of financial institutions are creating consortiums to create trade finance platforms.

These are built using existing platforms (R3’s Corda, IBM using Hyperledger Fabric or on Ethereum)

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Limited Merger

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Overview of some trade finance initiatives

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What is being done - platforms

Voltron is in the “pilot stage” and has completed a e-Letter of Credit trade “among friends” – Cargill as importer & exporter, HSBC issuing bank with ING as advising bank – transaction time of 24 hours.

Marco Polo also in “pilot stage“ – In October 2017 Standard Chartered digitally discounted receivables and simultaneously secured credit risk through AIG

Many of the banks have their hand in a number of consortiums, effectively hedging their bets on which one(s) will be successful

There are also a number of independent technology companies who are looking to create platforms for a particular type of trade finance (e.g. receivable financing)

The bank consortiums and the independent companies appear to be targeting different customer

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Hot off the Press!

Trade Information Network – “Project Wilson”

Seven banks join forces to “transform Trade Finance”

Network to transmit trade information more easily

Verified purchase orders and invoices to request trade financing

Easier risk assessment?

How new is it?

Contrast it to Trade Loans

› Maersk/IBM

› Global trade platform for non banks

Remember receivables platforms can and may be working well

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EBA Paper Part 1 - Risks and opportunities from FinTech

EBA released a paper on 3 July 2018, which included a subcategory specifically looking at Trade Finance

Smart contracts running within a permissioned DLT, could be used to streamline the process

The moment the importer applies for a letter of credit, the application could be registered in the ledger. Once approved the seller could receive a notification triggered by a smart contract, being able to initiate the shipment of goods immediately

Every step along the supply chain could also be registered in the ledger

Smart contracts stored in the DLT could trigger other actions when pre-defined events occur in a trade transaction

Does it work in practice?

Trade Finance is paper-based?

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EBA Paper Part 2 - Risks and Opportunities of using DLT/smart contracts

The overall outlook is much more positive than the Commons Select Committee Paper

The EBA paper lists the following as examples of risks: (i) uncertainty of applicable law/validity of smart contracts/enforceability/conflict of laws; (ii) forged papers if not all participants accept use of e-docs; (iii) AML/anti-terrorism concerns; (iv) governance of ledger; and (vi) security/computer data concerns

The paper states: “The most promising are the potential efficiency gains [e.g. reducing admin/waiting times, events could be auto triggered], cost reduction [processing costs, and being able to offer customers a more transparent solution], and lower risk of duplicate financing [as all data is stored in the ledger, which can be viewed by all the relevant parties] and loss or manipulation of documents [all stored on the ledger/platform].”

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What is being done – smart contract - 1

The EBA paper defines the smart contract as “pieces of computer code stored in a DLT, which are executed automatically on multiple distributed nodes upon fulfilment of pre-defined conditions, to enforce the terms of an agreement between parties. Therefore, agreements are automatically enforceable. …”

The smart contract will allow legal documents to be drawn up, with the relevant terms (and security?) to be created by artificial intelligence

The theory is that, if enough information is inputted into a system, then the system can “learn” it and be able to create new tailored documents

Machine-learning is already utilised by many of the large tech companies (e.g. AlphaGo) and the results have proven positive thus far

Will it put lawyers out of a job? No

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What is being done – smart contract - 2

There are several issues with the smart contract:

Even for simple transaction there is the question of security – security documentation is more complicated than a simple facility agreement

Multi-jurisdictions – some security may be recognised or have additional requirements, other jurisdictions may not recognise a legal concept (e.g. an English law trust)

Sheer amount of information that would need to be inputted

All it would need is one mistake and it could be a law suit and sow distrust amongst companies

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Smart contract – the solution?

The best way to deal with these issues:

› To start with - keep a tight control with a few parameters

› Select a small number of key jurisdictions that have sophisticated legal systems to focus on

› Team up with a law firm(s)

› Focus on a particular type of transaction and input enough data for the machine to learn

› Use template documents where possible to minimise the risk of errors

Even if the smart contract is not 100% perfect, it could be used as a starting point, providing the system allows you to manually edit the contract

However remember immutability issue

The smart contract may be some way off

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Solving Key Legal Challenges

Is it easier to devise a contractual solution?

The following key challenges need to be addressed:

› Choice of law and jurisdiction

› Requirement for paper and traditional signatures

› Transfer of rights (both contractual and property)

› Contract formalities

› Taking security

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Contract remains a solution

Reality is that contracts work well

Current systems use “club” or members to protect arrangements

Can be dealt with by “smart contracts”

› “Click” and agree

Collect physical documents later

Collect physical commodity – but how?

The above may hold good until wholesale changes to legal systems

There have been a number of initiatives – many are working

What are the next areas?

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Geoffrey L Wynne Partner Geoffrey Wynne is head of Sullivan & Worcester’s London office and also head of its Trade & Export Finance Group. He has extensive experience in banking and finance, specifically trade and structured trade and commodity finance. He also advises on corporate and international finance, asset and project finance, syndicated lending, equipment leasing and workouts and financing restructuring.

Geoff is one of the leading trade finance lawyers and has advised extensively many of the major trade finance banks, multilateral financers and companies around the world on trade and commodity transactions in virtually every emerging market including CIS, Far East, India, Africa and Latin America. He has worked on many structured trade transactions covering such diverse commodities as oil, nickel, steel, tobacco, cocoa and coffee. He has worked on warehouse financings in many jurisdictions and advised on how to structure involving warehouse operators and collateral managers. He has also advised on ownership structures and repos for commodities and receivables financings.

Geoff sits on the editorial boards of a number of publications and is a regular contributor and speaker at conferences. He is also the editor of and contributor to The Practitioner’s Guide to Trade and Commodity Finance published by Sweet & Maxwell and A Guide to Receivables Finance, a special report from TFR published by Ark.

Geoff has recently been recognized as the only UK lawyer included in the Trade Finance section of the UK Legal 500's all new UK 'Hall of Fame.' Trade & Forfaiting Review (TFR) honoured Geoff with the TFR Fellowship Award in its 2017 TFR Excellence Awards.

Sullivan & Worcester Tower 42 25 Old Broad Street London EC2N 1HQ

T +44 (0)20 7448 1001 F +44 (0)20 7900 3472 gwynne@sandw.com

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Joel Telpner Partner

Joel Telpner, a partner in Sullivan & Worcester’s New York office, is a highly sought-after legal advisor in the blockchain space, actively working with a large number of clients in structuring token distributions and enterprise blockchain applications. Joel brings more than 30 years of legal experience in a career that includes time as an AmLaw 100 partner, the former U.S. general counsel of a global financial institution and a venture capitalist. Joel is leading policy initiatives on global regulatory issues for blockchain on behalf of the Global Blockchain Business Council and the Blockchain Research Institute. He is also a member of the Wall Street Blockchain Alliance’s Legal Working Group, which is developing guidance on best practices for ICOs. He is recognized for his ability to deftly manage complex financial transactions, especially those involving sophisticated structured finance and derivatives matters, and has an extensive and unique combination of transactional and regulatory experience. Joel gave the key note speech "ICOs – Best Practices" at the World Economic Forum’s Blockchain Central in Davos, Switzerland in January 2018. He represents a diverse client base, including financial institutions, top 10 cryptocurrencies, governments, dealers, corporations, investment managers, mutual funds, hedge funds and pension plans.

Sullivan & Worcester 1633 Broadway New York NY 10019 T (212) 660-3015 F (212) 660-3001 jtelpner@sandw.com

T +44 (0)20 7448 1001 F +44 (0)20 7900 3472 jtelpner@sandw.com

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Awards & Recognition TFR: “Best Law Firm in Trade Finance”

Trade & Forfaiting Review (TFR) named Sullivan & Worcester "Best Law Firm in Trade Finance" in its 2014, 2015 and 2016 TFR Excellence Awards.

Global Trade Review: "Best Trade Finance Law Firm"

Global Trade Review (GTR) named Sullivan & Worcester "Best Trade Finance Law Firm" in the GTR Leaders in Trade Awards 2016 and 2015.

Sullivan & Worcester also advised on two ‘Deal of the Year Awards’ in the GTR Leaders in Trade Awards 2016.

The Legal 500 UK, 2017

Sullivan & Worcester is ranked in Tier 1 for Trade Finance by The Legal 500 UK, 2017.

Partners Geoffrey Wynne, Simon Cook and Mark Norris are listed as Leading Lawyers for Trade Finance by The Legal 500 UK, 2017.

Sullivan & Worcester is also ranked for Commercial Litigation by The Legal 500 UK, 2017. The Legal 500 UK’s all new UK “Hall of Fame”

Geoffrey Wynne has been recognised as the only UK lawyer included in the Trade Finance section of the Legal 500’s all new UK “Hall of Fame.”

TFR Fellowship Award 2017

Trade & Forfaiting Review (TFR) honoured Geoffrey Wynne with the TFR Fellowship Award in its 2017 TFR Excellence Awards.

Chambers UK, 2018

Chambers UK, 2018 ranks Sullivan & Worcester in its Commodities: Trade Finance (UK-wide) listing.

Partners Geoffrey Wynne and Simon Cook are Ranked Lawyers in Tier 1 and Tier 2 respectively by Chambers UK, 2018.

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Remaining breakfast seminars for 2018

Thursday 22 November

Thursday 13 December

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www.sandw.com

Offices

Boston Sullivan & Worcester LLP One Post Office Square Boston, MA 02109 Tel: 617 338 2800 Fax: 617 338 2880

London Sullivan & Worcester UK LLP Tower 42 25 Old Broad Street London EC2N 1HQ Tel: +44 (0)20 7448 1000 Fax: +44 (0)20 7900 3472

New York Sullivan & Worcester LLP 1633 Broadway New York, NY 10019 Tel: 212 660 3000 Fax: 212 660 3001

Washington, D.C. Sullivan & Worcester LLP 1666 K Street, NW Washington, DC 20006 Tel: 202 775 1200 Fax: 202 293 2275

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© 2018 Sullivan & Worcester

Sullivan & Worcester is the collective trade name for an international legal practice. Sullivan & Worcester UK LLP is a limited liability partnership registered in England and Wales under number OC381549

and is a practice of registered and foreign lawyers and English solicitors. Sullivan & Worcester UK LLP is authorised and regulated by the Solicitors Regulation Authority (“SRA”). The term partner is used to

refer to a member of Sullivan & Worcester UK LLP. A list of the names of all the partners is available for inspection at our registered office, Tower 42, 25 Old Broad Street, London, EC2N 1HQ. Please see

sandw.com for Legal Notices, including further information on our professional obligations.

This presentation is not designed to provide legal or other advice and you should not take, or refrain from taking, action based on its content. We are providing information to you on the basis you agree to

keep it confidential. If you give us confidential information but do not instruct or retain us, we may act for another client on any matter to which that confidential information may be relevant.

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