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Club Level Feature: Ernst & Young

EY collaborates with Microsoft on a new analytics solution to help organizations enhance workforce productivity and well-being

London, 12 July 2017

EY announced this summer that it is collaborating with Microsoft to provide a new analytics solution called Workplace Insights, which can help organizations enhance their productivity and the well-being of their work forces by uncovering data patterns in digital communication and employee collaboration in today’s complex, digitally-driven business environment.

Workplace Insights combines the Microsoft Workplace Analytics platform with EY services consulting and data analytics experience to help organizations reach informed business decisions that can improve performance. The platform analyzes an organization’s existing communication and collaboration patterns – such as email and calendar metadata – and incorporates data from other enterprise systems to show how teams spend their time, collaborate and engage, both internally and externally, such as with suppliers or clients. EY interprets the outputs to help develop actionable insights and recommendations that organizations can use to support the execution of their strategic and operational priorities. The capability can be applied across business scenarios that include organizational transformation, mergers and acquisitions and real estate planning. Workplace Insights helps organizations use data to make informed decisions in these example areas:

  • Organizational transformations: Helps targeted and efficient change management and transformation efforts by measuring and monitoring the real-time effectiveness of change programs and engagement.
  • Mergers and acquisitions: Supports integration, benefits realization and retention of critical talent by identifying degree of group collaboration and communication patterns across formerly disparate teams or organizations. This analysis can be used as forward-looking indicators of success or flag potential risks.
  • Organization design: Helps to provide organizations with a quantitative look at collaboration and communication habits, new activity patterns and make more informed decisions around changes in roles and responsibilities based on these new data sets.
  • Workspace and real estate planning: Allows planners to improve productivity and enhance employee engagement and collaboration by understanding where, when and how groups work. Work location and commute time information can be loaded into the platform, which supports EY in providing insights around capacity, design transformations and broader real estate planning activities.

Mike Bertolino, EY Global People Advisory Services (PAS) leader, says:

“In today’s fast-paced and highly competitive environment, employers continue to face increasing operational pressures, especially as the global workforce evolves. This collaboration with Microsoft combines data science with a focus on the value that people bring to their work. Workplace Insights helps companies to better understand the effectiveness of their people, so they can identify opportunities for change and help support their people to be the most productive and collaborative as possible.”

Ryan Fuller, General Manager, Microsoft MyAnalytics & Workplace Analytics, Microsoft, says:

“Working with EY to leverage the organization’s in-depth experience in workforce transformation and change management across multiple industries, we anticipate that we will increase our engagement with organizations around the world. In today’s disruptive and highly competitive environment, it is more important than ever that companies take full advantage of the data they have at their disposal and understand what drives value, so they can make better-informed decisions.”

Together, EY member firms and Microsoft deployed Workplace Insights to help a global professional services firm’s IT organization in redesigning process and structure to increase customer centricity and decrease cost. The company leveraged the data to improve collaboration between groups and identify optimal reporting relationships and organizational structures, which helped measurably improve product development, margin and speed-to-market.

Greg Cudahy, EY Global Lead, Technology, Media & Entertainment, and Telecommunications, says:

“Particularly for large transformations that can drive hundreds of millions of dollars in value, organizations need to be sure they can pinpoint their most collaborative and productive teams and facilities. Workplace Insights provides near-real-time, quantifiable feedback on what’s working and what is not, so organizations can quickly identify and leverage workforce opportunities. In addition, EY and Microsoft are committed to protecting clients’ and employees’ data privacy and confidentiality by aggregating and anonymizing data, while complying with increasingly varied and stringent data privacy regulations.”

The Workplace Insights solution is supported by more than 10,000 EY People Advisory Services practitioners globally. The solution can be integrated with the EY Organization Talent Hub (OTH), a tool built on the Microsoft Azure platform. OTH pulls an organization’s data into a secure environment, providing access to crucial statistics before and after the restructuring occurs. It offers the granularity necessary for planning the new organization design and selecting and retaining talent, while tracking workforce movements needed for day-to-day operations.


President’s Letter

Dear BABCPHL Members and Friends,

I am honored to officially communicate with you for the first time as President of the BABCPHL. While I have served in various Executive Committee roles and on the Board of Directors for more than a decade, I am pleased to assume this new leadership position.

BABCPHL closed the books on an excellent fiscal year at the end of June. Our second quarter century of operations and success in the region is well underway. But the key to that continuing success is making sure the BABCPHL is providing value to you, its members. We want to hear from you! Please tell us how we can best serve you and the interests of your company. Is there a pressing issue or topic related to UK-business you would like us to present? Are you a member and would like an opportunity to participate more fully? Are you are not currently a member and might like to join but don’t know the next steps? Contact us with questions or comments: www.babcphl.com

While the summer is often a quiet time, the BABCPHL was very productive. We launched our new logo, published our annual membership directory, hosted a few programs, and planned our new fiscal year activities. Upcoming BABCPHL events include seminars about pertinent subjects such as cybersecurity and Brexit, and of course, our signature holiday program. Read on to learn more.

I look forward to working with you to promote the trade and commercial relationship between the Greater Philadelphia region and the UK.
Sincerely,

Michael J. Pedrick
President, British American Business Council of Greater Philadelphia


Human Interest Feature

BABCPHL Transatlantic Network
By Caroline Willems, BABCPHL Coordinator
Fox School of Business, Temple University

Globalization has changed us into a company that searches the world, not just to sell or to source, but to find intellectual capital – the world’s best talents and greatest ideas.

– Jack Welsh

Have you ever heard the saying, “it takes a village?” Well it most certainly does. The British American Business Council of Greater Philadelphia (BABCPHL) is an exceptional platform to facilitate opportunities within and beyond Philadelphia. BABCPHL provides strategic connections to understand, de-risk, and execute business relationships on both sides of the Atlantic.  While the world is smaller than ever due to technology and other advancements used to more easily communicate, a myriad of entities are required to smoothly run a business or an organization, and the BABCPHL is no exception.  Did you know the BABCPHL is one of many British-American Business Council (BABC) Chapters throughout North America and the UK, governed by a cross-chapter board with a Secretariat provided by the Council’s London chapter, BritishAmerican Business (BAB)?  While the BABCPHL maintains its own Board of Directors and members based within its geography – Southeastern Pennsylvania, Southern New Jersey and the State of Delaware – the organization works closely with the overall BABC network.  BABCPHL also collaborates with the Department for International Trade (DIT), the economic development arm of the UK government.  We work closely with all of these groups to ensure seamless delivery of our mission.

BABC is the largest transatlantic business network with 22 Chapters, 18 BABC chapters in the US and four in the UK, located in major business centers. Canada is represented with an Ontario based chapter. These 22 groups include more than 2,000 businesses on both sides of the Atlantic Ocean.  While all BABC chapters are successful organizations on their own, the groups benefit from the work and role of its New York and London chapters, who together form the BAB. With a team of more than two dozen people and its transatlantic brand, BAB acts as a driver for the overall network, offering content, advocacy contacts, and exposure.

The UK’s Department for International Trade (DIT) is another invaluable resource to the BABCPHL. DIT’s mission is to “help UK business export their products and services to grow in the global marketplace.” DIT also helps US based companies looking to invest or grow their business in the UK. DIT has offices throughout the US, with offices in New York, Boston and Washington, DC on the east coast. DIT is a specialized government body with responsibility for negotiating international trade policy, supporting business, as well as delivering an outward-looking trade diplomacy strategy. To find out more about the services DIT offers US businesses, visit www.great.gov.uk.

The highest UK office here in the US is the British Embassy which is responsible for citizens of England, Scotland, and the Cayman Islands. The Embassy is located in Washington, DC. Located within the Embassy grounds is the residence of Sir Kim Darroch, the current British Ambassador to the US. Sir Darroch is the British chief spokesperson for one of the largest embassies in Washington, DC, with more than 210 diplomats and 250 staff members. The job of the British Embassy is to protect and aid UK citizens while they are residing in the US, and communicate diplomatic matters back to their native country. The British Embassy is responsible for the communication between the host government (US) and their own country’s government (UK).

There are 11 Consulates and UK Government offices situated in major cities across the US. Consulates have some of the same responsibilities of the Embassy. However, certain situations are required to be handled at the Embassy level. An Embassy is required for more pressing diplomatic issues and hosts an Ambassador. Consulates control diplomatic issues on a smaller scale, and host a Consul. Visas, marriage licenses, and British passports are situations where a UK citizen residing in the US would need to take a trip to one of the 11 Consulates.

The US is connected to the UK in many different ways. In order for business to run smoothly, it’s essential that organizations and government entities assist people and companies. When business is being conducted overseas, these entities become even more vital. BAB, DIT, the British Embassy, and the Consulates support international business between the US and the UK. These essential organizations aid in communication and overseas activities. The BABCPHL is pleased to collaborate with these important groups and thanks them for their support and partnership.


Mind the Gap

Her Majesty, the Queen’s Guards vs. the US Secret Service

Today, more than ever before businesses and people need to be on extra high alert. Cybersecurity and protective services to safeguard your company and yourself are on the rise.  The e-newsletter instalment of “Mind the Gap” shares trivial information about the differences between the UK and the US.  This article explores the protective measures and services employed by the UK and US to ensure the safety of Her Majesty the Queen and the President of the USA, respectively.

Whether you see them on horse or on foot, the Queen’s Guard has had an active presence in England since the year 1660. Introduced during the reign of King Charles II, these soldiers were placed outside of the Sovereign’s Palaces. Despite swarming sightseers, the Queen’s Guard is not merely a tourist attraction. These men are fully operational military soldiers who attend military training for more than half a year. When Her Majesty, the Queen is at her home in Buckingham Palace, there are always 40 men and three commanding officers guarding the residence. Although the main duties of the soldiers are to protect the Sovereignty and the Palace, their jobs are more extensive.

Infantry soldiers are responsible for the Changing of the Guards. This is a ceremony where the new guards assume responsibility of protection from the hands of the old guards. This grand ceremony consists of meticulously dressed foot soldiers that partake in a uniform drill while a band is playing. The entire process takes approximately 45 minutes. Tourists gather around Buckingham Palace railings more than an hour before the ceremony begins to ensure unobstructed viewing. Altogether, this historic process is one that no one wants to miss when in the UK.

Across the Atlantic, The White House, located in Washington, DC has a different method of protection. The Secret Service is the renowned protection team responsible for the safety of the White House and the President of the US. Presidential and White House protection services go far beyond armed agents. The Intelligence and Technology Teams are essential in the operation. The Secret Service was initially formed in 1885 to prevent counterfeiting US currency. It wasn’t until the assassination of William McKinley in 1901 that Congress formally requested protection of the President from the Secret Service.

Although there are some similarities in protective services between Buckingham Palace and the White House- such as the large fence that guards both buildings, the latter goes to far more extremes. Technologically speaking, the White House is one of the most secure facilities in the US. The White House is protected in physical, technological and intelligence layers. Today, the Secret Service has more than 6,500 employees, all dedicated to the safety of the President and The White House. Food scanners, radar systems, and bulletproof windows surround the building as well as the most up-to-date technologies such as air filtration systems and infrared scanners. The Intelligence Division of Homeland Security is dedicated to thinking ahead and preventing attacks. They randomize the protection system and ensure the President is as protected as possible. Her Majesty the Queen’s Guard and the Secret Service combine history and current technologies to protect their leaders. Whether it’s Her Majesty the Queen’s Guard or the US Secret Service, it’s clear that countries will go to the highest extent possible to protect their leader.

Trivia: Who was the first man who died in the Secret Service and what was his connection to the UK?

The first person to submit the correct answer to babc@babcphl.com will receive one complimentary ticket to our Cybersecurity Seminar taking place on Tuesday, September 26, 2017.


New Members

Corporate Level

Bender Electronics

Steve Mason
CEO
420 Eagleview Boulevard
Exton, PA 19341
P: 484-885-9553
E: Steve.mason@bender-us.com

For over 65 years, Bender has been a market leader in providing electrical safety equipment to industries worldwide. Our wide portfolio of cutting-edge products ensures that people, equipment, and facilities worldwide are protected with the latest in electrical safety technology. Our worldwide network of over 50 offices, representatives, and partners offer comprehensive product, application, and technical support.

Our portfolio of electrical safety solutions focus on a wide range of industries, from mainstay industries such as hospitals, mining, and manufacturing, to newly developed industries such as solar, wind, and electric vehicles. Our ongoing research and development in virtually all industries ensures that no matter the application, you can count on Bender to be your partner in electrical safety.

www.bender-us.com

Black Cipher Security

Larry Hershman
Partner
2 Coleman Avenue
Suite 202
Cherry Hill, NJ 08034
P: 877-651-1835 ext. 701
M: 609-841-2031
E: l.hershman@blackcipher.com

Black Cipher is a full-spectrum cyber security consulting firm specializing in helping organizations of all sizes properly secure their networks and data from hackers, malware, and insider threats. From security products to services and regulatory compliance needs, we are your one-stop shop. Our security solutions and methodologies are always on the cutting edge so you get security you can truly rely on.

Black Cipher is dedicated to assisting business with the expertise needed to reduce the cyber security risk. Our holistic approach assesses all aspects of a company, including employee and leadership security awareness, policy and procedure definition, technology vulnerabilities, and organizational resilience. Our proactive hardening solutions delivered by us, and our cross functional partners, can include technology enhancements, procedure definition, security awareness training programs, insurance reviews, legal exposure review and policy creation. Black Cipher provides end-to-end cyber security, data breach response and incident analysis solutions. We offer expert guidance to help improve outcomes and help clients make decisions to guide them to recovery. Black Cipher’s overarching objective is to reduce an organizations risk and limit exposure should an incident occur.

https://www.blackcipher.com

cApStAn LCQ Inc.

Musab Hayatli
Managing director
121 South Broad Street
Suite 1710
Philadelphia, PA 19107
P: 215-772-1504
M: 267-469-2611
E: ayat.hayatli@capstaninc.us

cApStAn specializes in translation design and translation quality assurance and quality control, for tests, assessments, and survey items for high-stake multilingual, cross-national/cross-cultural instruments. We have been entrusted with the translation design and/or translation validation and verification for many international assessments and surveys: Tailored Adaptive Personality Assessment (TAPAS), Work Force Assessment, OECD-PIAAC, World Bank-STEP, Pew Research Center – GAP and Religious Forum, among others.

We work with linguists living in the countries where the assessments and surveys take place, the majority of whom have been working with us for years. All our linguists are professional translators, or qualified linguists. They are trained and instructed for each project and have considerable experience in issues related to translation, adaptation, and verification of translated assessments, tests and survey instruments.

Our accumulated expertise marks us as a uniquely qualified partner to design and implement rigorous procedures for the translation, verification and validation of multilingual assessments, tests, surveys, polls, and such related instruments.

www.capstan.be

Dryden Group

Anne Cutler
Vice President
1425 Arch Street
3rd Floor
Philadelphia, PA 19102
P: 215-444-6282
E: acutler@drydengroup.com

Based in Philadelphia, Dryden is an indirect cost containment/spend management company delivering best-in-market procurement services with guaranteed savings powered by a comprehensive suite of indirect commodity tools and services.

Dryden’s indirect spend solutions combine commodity expertise, industry price indices and analytics down to the SKU to provide our clients with unmatched visibility in measuring, auditing, benchmarking and optimizing every aspect of an indirect spend program. Our solutions assist corporate procurement departments with commodity life cycle management from RFP/Bid Event to ongoing measurement until the end of the cycle.

http://drydengroup.com

Friends of the British Council

Erin Sullivan
Executive Director
1025 Connecticut Avenue NW
Suite 1000
Washington, DC 20036
P: 917-847-7264
E: fobced@gmail.com

This is an independent non-profit organization created to support British Council programs globally and work with the British Council’s partners. This organization shares the same values, mission and priorities as the British Council.

The mission of the Friends of the British Council is to support the work of the British Council, by creating international opportunities for the people of the UK and other countries, and building trust between them worldwide.

We invest in and strengthen the transatlantic relationship for the future, building trust and creating international opportunities for the UK and the US to work together on shared agendas in the US, the UK and the rest of the world. With US partners, we support and facilitate the development of British Council programs in education, society, arts and English to create opportunities for people to learn, share and connect.

https://www.britishcouncil.us/partner-us/friends-british-council

Shout Digital

Adam Jones
Commercial Strategist
One Liberty Place
1650 Market Street
Philadelphia, PA 19103
P: 267-207-2765
E: adam.jones@shoutdigital.com

Shout Digital works with organisations across the globe that utilise their digital expertise to solve problems, accelerate growth and achieve measurable, transformative results.

Shout Digital was formed in 2009 and they have built a proud team of 30 on the back of great client solutions and a lot of hard work. Shout believes in building long term, trusted partnerships with their clients. Their quality and care is in everything they deliver. Shout Digital’s expertise helps ambitious clients revolutionise their digital future.

The Shout team is passionate about what they do and they are pleased to say that they have some of the most experienced and talented in the industry.

http://www.shoutdigital.com/

Educational, Arts, Charitable & Institutions

Tiny Dynamite

Emma Gibson
Artistic Director
7 Scarlet Oak Drive
Haverford, PA 19014
P: 610-322-1985
E: emma@tinydynamite.org

The mission of Tiny Dynamite is to offer Philadelphia audiences new ways to experience theatre, and to give Philadelphia artists new ways to create theatre. We are specifically interested in presenting the plays of UK and local writers.

www.tinydynamite.org

The Philadelphia Orchestra
Geoffrey Cohen
Associate Director of Audience Development
One South Broad Street
14th Floor
Philadelphia, PA 19107
P: 215-875-7695
E: gcohen@philorch.org

The Philadelphia Orchestra creates and shares music of the highest caliber for people of all ages and backgrounds. The Orchestra is committed to excellence, innovation, and creativity, onstage and off, and serves its many communities at home and abroad by performing music, encouraging music-making, and improving the quality of life.

The Orchestra has maintained unity in artistic leadership with only seven music directors throughout its history: Fritz Scheel (1900-07), Carl Pohlig (1907-12), Leopold Stokowski (1912-41), Eugene Ormandy (1936-80), Riccardo Muti (1980-92), Wolfgang Sawallisch (1993-2003), and Christoph Eschenbach (2003-08). Yannick Nézet-Séguin joined this small yet illustrious group in the 2012-13 season, serving as the eighth music director of The Philadelphia Orchestra.

https://www.philorch.org

Individual

Jeremy Midwinter
Corporate Controller
Greene, Tweed & Co
2075 Detwiler Road
Kulpsville, PA 19438
P: 215-272-0209
E: jmidwinter@gtweed.com

Vaishali Gadhok
Global Category Manager – Legal Services
GSK
5 Crescent Drive
Philadelphia, PA 19112
P: 215-751-3179
Cell: 215- 983-7400
E: vaishali.x.gadhok@gsk.com

Rory Morrison-Smith
Vice President Tax
CDI Corporation
1735 Market Street
Suite 200
Philadelphia, PA 19103
P: 215-282-8220
E: rory.morrison-smith@cdicorp.com

Richard W. Hurst
Business Development Director – US
XL Precision Technologies, Inc.
19 Hagerty Boulevard, Suite C
West Chester, PA 19382
Cell: 610-350-6993
FAX: 610-696-6816
Skype: richard.hurst5
Email: r.hurst@xl-pt.com

 


Special Edition Newsletter

British American Business Council of Greater Philadelphia

Special Edition Newsletter

July 2017

Dear British American Business Council of Greater Philadelphia Members and Friends,

I am delighted to announce the unveiling of our new brand – BABCPHL. While we have a more modern look, our mission remains the same. BABCPHL serves British businesses in the Greater Philadelphia region, including, Southeastern Pennsylvania, Southern New Jersey and the State of Delaware.

We provide our members with valuable and timely programs and events; business development and networking opportunities; and thought leadership about current issues and government regulations that affect transatlantic business. There is no more important time than today to share information, create valuable business relationships, and learn current trends. BABCPHL is the go to organization to help you do that. Quite simply – we connect the dots. We help our members improve and grow their business.

The relationship the US shares with the UK is strong and will become more so as we develop strategies and form partnerships to navigate the changing landscape. Our new logo communicates: forward motion, partnership between the two countries, transatlantic travel, growth, speed, prosperity, connections, and the geographies we represent. It’s contemporary, clean and clear.

Change is constant and needed for advancement. I would like to thank you for your trust in me and BABCPHL. It has been a truly wonderful experience leading this Group. I am pleased to carry-out our mission of bridging the transatlantic gap, having recently moved to London to assume a new role with American Airlines. I would like to take this opportunity to introduce you to Michael Pedrick, Partner at Morgan Lewis & Bockius LLP. Michael has served on the BABCPHL Board of Directors in the capacity of Secretary and most recently as Vice President for more than a decade. If anyone knows the ins and outs of the BABCPHL it is Michael! Please help me welcome him to the role of Chairman. Michael, the entire Board of Directors, and BABCPHL staff look forward to working with you to create valuable relationships on both sides of the Atlantic. Our new fiscal year calendar is already full. Please check-out our activities and join us for our upcoming programs.

 

2017 Summer International Business Networking Reception

 

Cybersecurity- Protecting the Crown Jewels of Your Business

 

Brexit & the New Geopolitical Order- Moving Forward, Charting the Economic Relationship Between the EU and the UK

 

A Royal Evening- UK Business, Culture, History & Networking

 

Signature Annual Holiday Luncheon

 

Very truly yours,

Rhett D. Workman President, British American Business Council of Greater Philadelphia


Club Level Feature: Morgan Lewis & Bockius LLP

‘BREALITY CHECK’—BREXIT UPDATEs AND THIRD COUNTRY PASSPORTING IMPLICATIONS

By: Morgan Lewis Partners Simon Currie and William Yonge

Recent April 2017 Update

On 24 January 2017, the UK Supreme Court by a majority of 8-3 found that the UK government could not decide to trigger withdrawal from the EU under the relevant Treaty without the prior approval of Parliament. In early March, the UK Parliament confirmed the result of the referendum on 23 June 2016 by voting in both Houses in favour of the European Union (Notification of Withdrawal) Bill which received the Royal Assent on 16 March. On 29 March, just over 44 years since the UK joined what was then called the European Economic Community on 1 January 1973, Prime Minister May notified the European Council in accordance with Article 50(2) of the Treaty on European Union of the UK’s intention to withdraw from the EU. The UK government’s Department for Exiting the European Union then published a White Paper entitled “Legislating for the United Kingdom’s withdrawal from the European Union” in which it published its plans to bring to Parliament a Great Repeal Bill which will repeal the European Communities Act 1972, the statute that gives effect to EU law under UK law and renders EU law supreme over UK law; that repeal will take place on the day the UK leaves the EU and the Great Repeal Bill will also convert EU law as it applies in the UK into UK domestic law to facilitate an orderly transition and confer powers on the UK Government to correct or remove the laws that would otherwise not function properly once the UK has left the EU on a case by case basis from time to time.

There are three stages of Brexit, the first being the period that occurred prior to the UK submitting notice of its intention to withdraw. Stage two began when the government gave notice to the EU of its intention to exit the EU and began the process of exiting. Stage two will be by far the most significant stage embodying the UK-EU negotiations for Brexit, which will shape UK-EU relations and Britain’s post-Brexit future for decades to come. The timetable for that process is initially set at two years, but with power to extend. Strictly in terms of EU legality, stage three is when the exit process is complete and the UK is able to “go it alone” in negotiating its post-Brexit future with the rest of the world; however, the UK is understandably reluctant to wait for the actual exit before embarking on stage three, which will last for years, so will begin stage three early (or, at least, early in the eyes of the EU) once it has given notice to quit. The reality is that, overall, although an exit from the EU will be on a two year time frame, the entire process could last five to ten years.

Any Brexit deal will encompass a wide range of workstreams covering Britain’s legal separation from the EU; a withdrawal agreement under which existing assets and liabilities will be allocated; a free trade agreement covering the UK’s future relationship with the EU (EU-UK FTA); a transitional phase between Brexit and commencement of the EU-UK FTA; accession to full membership of the World Trade Organisation; new free trade agreements to replace those between the EU and 53 other countries; and cooperation in the realms of defence, foreign policy, and security. Negotiation of fair and mutual transitional arrangements will be key for the economies of the UK and the EU to avoid adverse results of the “cliff edge” variety upon the UK’s exit.

There is a spectrum of possible outcomes of any Brexit deal, bookended by “hard Brexit” and “soft Brexit”. However, neither of those terms can clearly be defined. Some define “hard Brexit” as rejecting privileged access to the EU single market in return for submitting to some EU laws and institutions, While the swirl of day-by-day posturing, partisan commentary, and reluctance of the UK and EU authorities to reveal their negotiating hands make it challenging to discern probable routes forward and plan accordingly, there is no reason why even a “hard Brexit” cannot encompass access to the single market for financial services companies.

 

In this article, we explore how the established EU concept of third country passporting for financial services firms could mitigate the adverse effects of any exit from the EU single market for London as a leading world financial centre.

Passporting

The City of London is one of the world’s leading financial centres, vying only with New York City for the top spot. As such, many financial services firms choose the UK to headquarter their businesses, anchoring themselves in a convenient time zone and location from which to access the European and global markets. Post-referendum, the primary concern of financial services professionals is whether they will be able to continue to access the European single market for financial services. This begs the question of whether the UK, in its Brexit trade deal negotiations, will accept the fundamental European principle of the free movement of people in order to gain such access.

The importance of the EU passport and access to the single market should not be underestimated. According to the European Banking Authority, there are more than 2,000 UK investment firms carrying on Markets in Financial Instruments Directive (MiFID) business which benefit from an outbound MiFID passport:

  • Nearly 75% of all MiFID outbound passporting by firms across the EU is undertaken by UK firms into the EEA;
  • 2,079 UK firms use the MiFID passport to access markets in other EU countries; and
  • more than 50% of all investment firms authorised under MiFID are based in the UK.

 

In addition, the European Securities and Markets Authority’s (ESMA’s) opinion of 30 July 2015 on the functioning of the Alternative Investment Fund Managers Directive (AIFMD) passport noted that out of 7,868 AIFs notified for marketing in other EU member states, including sub-funds of umbrella AIFs, 63.8% of those (5,027 AIFs) were from the UK.

In addition, out of the 1,777 non-EU AIFMs marketing AIFs in EU member states, 1,013 (57%) were marketing AIFs in the UK. The figures are clear—the UK generates a significant proportion of the EU’s MiFID and AIFMD passporting business. Conversely, the UK financial services sector benefits hugely from the EU passport and access to the single market. For completeness, passporting rights also exist under the Insurance Mediation Directive, Mortgage Credit Directive, Electronic Money Directive, Capital Requirements Directive and Solvency II. However, those directives are outside the scope of this article.

In a recent wider analysis by the UK Financial Conduct Authority (FCA) which took into account all the passporting directives, FCA found the following:

 

Total Inbound from

EU27 into UK

Outbound from

UK into EU27

Number of passports in total 359,953 23,532 336,421
Number of firms using passporting 13,484 8,008 5,476

 

Many firms hold more than one passport; hence, there are significantly more passports than firms.

The optimal outcome for UK financial services firms that wish to retain their current access to the single market in financial services would be a bespoke deal, but if not achievable, the third country passport can mitigate the issues arising from withdrawal of passporting rights.

Upon the UK’s withdrawal from the EU, the passporting regime will, broadly, cease to apply to UK-authorised firms. In other words, the following will be the case:

  • Investment firms, banks, and fund managers will no longer be able to passport into, or establish branches in, the remaining EU member states.
  • Firms will not be able to market Undertakings for Collective Investment in Transferable Securities (UCITS) and AIFs EU-wide on a passported basis.
  • Firms will only be able to market AIFs EU-wide using local private placement regimes.
  • Investment managers will need to acquire local authorizations to conduct investment activities in each EU member state in which they operate.
  • Many investment firms, banks, and fund managers would need to consider whether to relocate their base of operations in an EU country while retaining a substantial UK foothold in order to retain the passport.

Options if the UK Does Not Negotiate Continuing Access to the Single Market

The EU has already recognised the concept of non-EU or third country access to the passport, provided that stringent (but, in our opinion, entirely achievable) conditions are met. The best current examples of that are the AIFMD, the European Market Infrastructure Regulation (EMIR), and to some extent, the Prospectus Directive. In addition, MiFID II—due to come into force in January 2018—provides for such access, albeit in the non-retail sector only. However, the UCITS regime does not envisage the extension of its regime to non-EU countries, as by definition UCITS and their managers must be domiciled in the EU.

AIFMD Third Country Passport

AIFMD contemplates that non-EU AIFMs in eligible third countries may benefit from the right to manage AIFs and/or market units or shares of AIFs throughout the EU with a passport. At present, no such passports have been granted. However, the process for doing so is well underway. Canada, Guernsey, Japan, Jersey, and Switzerland have recently been given a “favourable opinion” by the ESMA in its advice to the European Commission on the extension of the AIFMD passport. In addition, ESMA has given favourable but qualified opinions regarding the same in respect of Australia, Hong Kong, Singapore, and the United States, but has not yet been able to provide definitive advice in relation to Bermuda, the Cayman Islands, and the Isle of Man. The Commission is deliberating on the timing, and it is not clear when the third country passport will become available to AIFs and AIFMs based in a third country that has already been given a favourable opinion by ESMA.

If the UK was to leave its current AIFMD-compliant regime in place, it ought to be technically straightforward, following Brexit, for the AIFMD passport to be extended to the UK. If so, UK AIFMs managing EU AIFs and/or non-EU AIFs could become authorised under AIFMD by achieving authorised status in an EU country and could continue to use marketing and management passports subject to a positive opinion from ESMA and a decision by the Commission that the UK qualifies for such treatment under the applicable criteria. However, political considerations would be inherent within any such decision and would likely complicate it.

MiFID II Third Country Passport

The Markets in Financial Instruments Regulation (MiFIR), which is due to come into force in January 2018 (and forms part of the MiFID II regime), entitles “third country” investment firms to provide investment services only to professional clients across the EU upon registration with ESMA. Registration will be contingent upon a range of conditions, including a decision made by the Commission that the relevant third country’s prudential and business conduct framework is equivalent to EU standards.

Would the UK pass the third country test?

In our opinion, yes. On 24 June, the FCA made it clear that firms are to continue down the road to implementation and are to comply with all EU legislation until further notice. As such, if the UK implements in full the provisions of MiFID II, it ought to be a relatively simple process, following Brexit, for the MiFID II passport to be extended to the UK, thus providing firms with non-retail single market access. However, political considerations could trump that.

EMIR Third Country Passport

EMIR is the product of an international initiative of the G20 developed in the wake of the Great Recession. With this in mind, the UK is unlikely to want to unravel EMIR post-Brexit. Since in a post-Brexit world a UK undertaking would no longer be established in the EU, under EMIR, UK undertakings that are currently financial counterparties or non-financial counterparties would become third country entities (TCEs) for EMIR purposes and no longer directly subject to EMIR. However, EMIR does impact TCEs when they trade with EU counterparties, and to that extent EMIR will continue to impact the same post-Brexit.

The City of London boasts some of the world’s largest clearing houses, and at least three of them are currently permitted under EMIR to provide clearing services to clearing members and trading venues throughout the EU in their capacity as ESMA-authorised central counterparties (CCPs). Post-Brexit, however, a UK CCP would become a third country CCP. Under EMIR, a third country CCP can only provide clearing services to clearing members or trading venues established in the EU where that CCP is specifically recognised by ESMA. This would require, among other things, clearing houses operating out of London to apply to ESMA for recognition, the Commission to pass an implementing act on the equivalence of the UK’s regime to EMIR, and relevant cooperation arrangements to be put in place between the EU and the UK—a lengthy process overall and one thrown into doubt by Brexit.

Encouragingly for the UK, since 27 April 2015, 19 third country CCPs have been recognised by ESMA emanating from Australia, Canada, Japan, Hong Kong, Mexico, Singapore, South Africa, South Korea, Switzerland, and most recently the United States. Clearly, there is an appetite within ESMA and the EU for third country CCPs to provide services within the EU, and post-Brexit, we believe that financial institutions based in the EU will certainly want to continue to access UK regulated markets and CCPs.

Prospectus Directive Third Country Passport

As an EU member state, the UK is currently a participant in the Prospectus Directive’s passporting regime for prospectuses. Any failure by the UK to secure continued access to the single market would bring challenges. Notably, prospectuses approved in an EU member state in connection with a listing on a regulated market in that member state would need to be recognised by the FCA in order to be approved for UK listing purposes. Conversely, prospectuses approved in the UK would need to be approved afresh by the regulatory authority in an EU member state under applicable Prospectus Directive standards for the prospectus to be used for a listing on a regulated market in that state.

However, under the Prospectus Directive, an EU member state regulator is able to approve a prospectus approved in a “third country” if the Commission is satisfied that the prospectus was drawn up in accordance with international standards, and that the relevant third country’s prospectus content requirements were equivalent to those in the Prospectus Directive. Provided the UK’s prospectus requirements do not change dramatically from what are currently in place, we believe that the UK’s requirements should be considered equivalent to the Prospectus Directive requirements for the purposes of listing in the EU.

UCITS

UCITS funds and their managers (but not necessarily the delegates of their managers), by definition, must be domiciled in the EU. Unlike AIFMD, EMIR, MiFID II and the Prospectus Directive, the UCITS regime does not envisage the extension of its regime to non-EU countries. In other words, UK UCITS funds would no longer qualify as UCITS. Instead, UCITS would become AIFs. This means that UK-based UCITS funds would no longer be automatically marketable to the public in the EU and would therefore become subject to local private placement regimes. Conversely, a UCITS fund established, say, in Ireland or Luxembourg, would no longer be marketable in the UK to the general public, and a management company based in Ireland or Dublin would no longer be entitled to provide management services to a UK-based UCITS fund.

During any Brexit negotiations, insertion of a “third country” equivalence test into the UCITS regime may be used as leverage by the EU negotiating team in exchange for concessions by the UK. Any third country equivalence regime that is substantially similar to that under AIFMD and MiFID II would be well received in the City of London and would provide the necessary reassurance for financial services firms operating in the UCITS space.

What Should You Be Doing Now?

There are a number of actions we recommend that firms consider taking in order to prepare for the eventuality of Brexit:

  1. Monitor Brexit developments and consult your legal services providers to help you understand these developments as they unfold.
  2. Develop a contingency plan for a “hard Brexit” and how to respond to withdrawal of passporting rights and the absence of a third country equivalent mitigant.
  3. Consider a review of your existing contracts:
  • The jurisdictional scope of your contracts may be limited. The definition of “EEA” may need to be redefined to continue to cover the UK in the event of Brexit.
  • Current investment strategies may require updating. In particular, investment strategies that permit investments in the EEA may need to be amended in order for investments in the UK to continue to be permitted.
  • There may be force majeure implications. Uncertainty may drive parties to look for an exit from contracts that are no longer profitable or are underperforming. EU law provisions may render contracts incapable of being performed as originally anticipated. Parties looking for flexibility in such circumstances should consider including Brexit in their force majeure provisions.
  • Termination rights. Those wishing for the option to withdraw from potentially loss-making contracts should consider drafting termination rights which will apply in the event of a Brexit (i.e., consider drafting and quantifying withdrawal rights in the event of a “material adverse financial event/downturn” in the markets).
  1. Lobby the UK government:
  • We recommend lobbying the UK government, either directly or through your relevant trade association, to ensure that your voice is heard and that key financial services sector considerations will be on the agenda when a Brexit deal is negotiated.
  • In addition to the range of sectoral trade associations, there are various lobby groups in existence, such as TheCityUK, whose aim is to preserve access to the European markets; the European Financial Services Chairmen’s Advisory Committee which is chaired by Shriti Vadera, former Labour business minister, and the Financial Services Negotiation Forum.

Resources

For further information on the implications of Brexit, please visit Morgan Lewis’s Brexit Resource Centre.

Contacts

If you have any questions or would like more information on the issues discussed in this LawFlash, please contact any of the following Morgan Lewis lawyers:
US

Michael Pedrick

London

Simon Currie

William Yonge

 

About Morgan Lewis

Morgan Lewis offers more than 2,200 lawyers, patent agents, benefits advisers, regulatory scientists, and other specialists in 30 offices* across North America, Asia, Europe, and the Middle East. The firm provides comprehensive litigation, corporate, transactional, regulatory, intellectual property, and labor and employment legal services to clients of all sizes—from globally established industry leaders to just-conceived start-ups.

 

 


BABC New Member: Spring 2017

John Connolly

Willis Towers Watson
5 Radnor Corporate Center
Radnor, PA 19087
P: 610-212-0680
E: john.a.connolly@willistowerswatson.com


Human Interest Feature: Navigating the New World

2017 BABC Transatlantic Conference – Navigating the New World
By Alicia Talucci, BABC Coordinator

Every year, the British American Business Council picks a chapter to host its Transatlantic Conference. This year the Transatlantic Conference will be held in “The Windy City”. Chicago will host participants on May 10-11, 2017 for an invigorating discussion based on the thought leadership of Senior Executives.

This year’s theme will be “Navigating the New World,” a perfect sentiment to the changing international economic climate. The majority of the focus will be on the new opportunities presented to the US, Canada, & Europe, the realities these countries will face upon new trade agreements, changing economies, and new leadership and governance.

Many are buzzing about the relevance this particular conference has in light of so many changes around the world. CEO of the British American Business Council, Jeffries Briginshaw said, “This yearly conference brings together our UK-US business network to offer thought-leadership and substantive networking. Now, more than ever, business leaders are seeking connections with each other and engagement with local governments on both side of the Atlantic, in order to better navigate an uncertain global future.”

Laurence Geller, Chairman, 2017 Transatlantic Conference said, “It is this backdrop of uncertainty and change that makes BABC’s Annual Transatlantic Conference so exceedingly important. With Thought Leadership as its underlying theme, the discussions will not only inform, identify the power and relevance of strategic partnerships and, without a doubt, provide an important voice in the policy debates proliferating on both sides of the Atlantic.”

This year’s conference follows two very successful conferences in London and New York. Engage with over 2,000 member companies from 22 chapters worldwide. Build valuable business connections, and connect with experts to shed light on the exciting future that lies ahead.

To register and for a full comprehensive list of speakers and topics, please click here.

 


President’s Letter: Spring 2017

rhett-workman

Dear BABC Members and Friends,

As our fiscal year winds down I would like to remind you to put your membership dollars to work, and of the value of BABC programing. In the digital age we rarely have the opportunity to network face-to-face or to meet and hear from expert business leaders all together in one room.  The BABC offers approximately one event per month, affording members the opportunity to market their services and to meet like-minded international business executives.  We have had a superb year, and we will be ending on a high note with several exciting activities.

We are pleased to announce we are working on a new logo and several other important marketing initiatives, all of which reflects BABC’s drive to better serve its membership on US/UK trade and investment matters. Our annual membership directory – including a listing of the who’s who of global commerce in the region; a guide to valuable business services on both sides of the Atlantic; trade statistics; a review of our events; and advertising – will hit members’ desks mid-summer.

This month we are hosting our Sixth Annual Young Professionals Group panel discussion and networking event, and next month we are going to the British Consulate-General and the Department for International Trade Office in New York City for an update on Brexit and to learn about their services and sector campaigns. Pre-registration for this special program is required.  If you are interested in attending, please contact us directly.  Also in May, we are hosting International Soccer Night at Talen Energy Stadium in collaboration with several other chambers.  Lastly, at the end of May the BABC Board of Directors are inviting prospects to an exclusive membership development meeting and dinner.

Our job is to serve you and ensure you are fully engaged in BABC activities. As we plan for next year please contact us with programing ideas or initiatives you would like to be involved in.  We look forward to seeing you often during the next few months.

Sincerely,

 

Rhett D. Workman

President, British American Business Council of Greater Philadelphia

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The BABCPHL recognizes our Club Level Members:

  • American Airlines
  • Bartlett
  • Cigna
  • Deloitte
  • Drinker Biddle & Reath LLP
  • Duane Morris
  • Ernst & Young
  • HSBC
  • KPMG
  • McConnell Johnson Real Estate
  • Morgan Lewis
  • Law Firm of Pepper Hamilton
  • PriceWaterhouseCoopers
  • TD Bank
  • United Airlines
  • Virgin Atlantic