At Law, we are a team of dedicated legal advisors with extensive experience and specialist skills in various areas.

Law at EY

At Law, we are a team of dedicated legal advisors with extensive experience and specialist skills in various areas.

Law at EY We provide legal services independently or in close collaboration with our EY colleagues in Assurance, Transaction Services, Tax and/ or Advisory. Should you require integrated services, we can offer a seamless and straightforward process, in which we will handle the coordination between all advisors involved in the case. Our legal services cover the following areas: M&A Corporate and commercial law Restructuring and insolvency Labour and employment law Outsourcing IT & Technology Data protection EY s global network We actively use our global colleagues to cover any international issues which need to be considered. Our team strives to consistently deliver high-quality services we work in close cooperation with our clients to achieve the best possible result for all parties. Henrik Kany Partner, Head of Law Our Law department in Denmark has approximately 20 skilled and experienced advisors and we expect to expand further in the future. In the Nordic Region, Law counts approximately 80 highly skilled legal professionals, and globally approximately 1,800 in 75 countries. 3

Law at EY M&A In today s dynamic business environment, companies are taking advantage of changing markets with a view to expanding through acquisitions. Transactions are becoming increasingly complex, and investors therefore need access to legal advice to help them manage the transaction effectively. We support buyers and sellers at all stages of a transaction from bid preparation and submission to negotiation, signing, closing and post-closing. Our track record in M&A together with our expertise and local knowledge ensure that we deliver cost-efficient, highquality legal advice. We integrate our team with experienced professionals from other EY departments including Assurance, Tax, TAS and Advisory, enabling us to offer a multidisciplinary approach whenever it is relevant. Through a combination of strong transactional skills and specialist expertise, we are able to handle the full range of issues that may arise from a transaction. Whatever the size of the deal, our clients will benefit from the diversity of our experience and integrated approach. We provide complete, end-to-end transaction advice and support to corporate and private equity buyers and sellers from pre-bid structuring to post-deal completion and integration. With one point of contact for our clients and our comprehensive understanding of the local, commercial environment in which we are working, we provide a personal, fast and efficient service because we understand what matters to you. We provide the legal platform to help you get the best deal. This includes: Preparing and planning transactions Setting up and managing data rooms Legal due diligence Transfer agreements Investment agreements Other transaction documents Negotiations Completing and following up on transactions 4

Law at EY Corporate and commercial law The current business environment is becoming increasingly challenging. Companies are seeking growth and looking for new opportunities both in their home markets and beyond. Our corporate teams, which are all part of a multinational network, can offer a multi-jurisdictional perspective as well as strong local knowledge. Our strong international teamwork enables us to manage cross-border projects effectively and seamlessly. Our highly skilled corporate and commercial teams provide legal advice that enables you to operate with confidence and make the most of today s new business opportunities. Key to our success is the ability to deploy the technical skills of our experts to meet your business needs. Our teams understand what matters to you, and based on such understanding, we build a team to suit your needs and provide you with a client-focused, dynamic and effective service, with one single point of contact. Together, we can provide the legal foundation, on which you can grow your business. We represent corporations in many aspects of their corporate life from setting up a company to the various aspects of its business evolution and operation. This includes: Day-to-day advice to companies of all legal forms on any corporate and commercial legal aspects Effective planning and implementation support in respect of corporate reorganizations Formation of limited liability companies, limited liability partnerships, foundations and associations Annual general meetings Capital increases and capital reductions Ordinary and extraordinary distribution of dividends Amendments to articles of association, audit waivers, etc. Shareholders agreements Rules of procedures for boards of directors Incentive schemes for management and employees Mergers, demergers and other restructurings Cross-border mergers and demergers Registration of branches Dissolution of companies, foundations and associations Greenlandic company law 5

Law at EY Restructuring and insolvency A business in financial distress needs speedy, informed advice in order to identify viable solutions that can safeguard its assets. Speed, expertise, experience and network are of the essence. Our restructuring and insolvency team boasts some of Denmark s leading legal specialists with considerable experience in providing advice to and tailoring solutions for distressed businesses and nonperforming loans. Having administered some of Denmark s largest and most complex insolvent estates, the team also has unique specialist and hands-on knowledge of bankruptcy and liquidation proceedings. As part of one of the world s leading global professional services firm, we have unique access to EY s specialists and tools within finance, tax, valuation, forensic, etc as well as legal specialists in 75 jurisdictions. This framework enables us to provide professional, efficient and up-to-date restructuring and insolvency advice covering more than strictly legal aspects, also in cross-border and international cases. Our services include: Creditor representation Debt collection Security mechanisms Corporate restructuring Debt restructuring Out-of-court inter creditor agreements and composition aggrements Distressed M&As In-court restructuring Liquidation Bankruptcy We provide insolvency and restructuring advice to businesses in distress, to lenders, suppliers and other creditors or business partners of companies in distress and to buyers of companies in distress or assets in distressed companies, etc. 6

Law at EY Labour and employment law Every CEO knows that a company can only reach its full potential through effective management of its human resources. Yet this is an area where even successful businesses are facing pressure and challenges. Based on a deep understanding of the relationship between employers and employees, our team can help companies manage this tension. We provide realistic and practical legal advice on employment law issues. We advise our clients on complex labour and employment law projects across geographies. We provide pragmatic businessoriented solutions to assist our clients in their day-to-day proactive management of their workforces. Our employment law teams support clients throughout the evolution of their businesses, providing advice across every stage of growth, helping them manage the people-related legal aspects of restructuring, mergers, takeovers and all types of business transformations. Our services include: Advice and assistance related to hiring and termination of employees, workplace compliance, social security law, unions and works council management Advice and assistance related to HR and employee-related issues related to buying and selling companies Advice and assistance in restructuring projects and reduction of workforce Assessment of risks of non-compliance with local labour and employment law Advice on disputes and litigation By integrating our legal specialists with experienced professionals from across our EY network, we combine knowledge of local HR law with strategic insight into how multinational corporations function. We provide a personal, fast and efficient service because we understand what matters to you. We provide a legal platform on which to build your HR strategy. 7

Law at EY Outsourcing Law s outsourcing team specializes in successful execution of outsourcing agreements. The team often acts as an integrated part of client s procurement or deal team or as part of a crossfunctional team together with other parts of EY. The team works out of Denmark, but has significant experience with international contracts and negotiations and is able to draw on international resources from other parts of EY. Law ensures that the parties rights and obligations are clearly described in the contract and helps the client identify and limit its legal as well as business risks. With more than 10 years experience as legal advisors specializing in drafting and negotiation of outsourcing agreements and other complex contracts, the team always has strong focus on reaching an agreement, while effectively navigating red flags and supporting client s business case and strategy. Our services include: Drafting and negotiation of outsourcing agreements and other complex contracts, including business process outsourcing (BPO), managed services, facility management, IT and telecommunication Developing and driving contract negotiation processes and strategies Drafting and negotiation of commercial contracts, including service agreements, supply agreements, framework agreements and transition agreements. Review and health check of existing contracts Outsourcing is a complex and demanding process for any company. Together with our Advisory practice and other parts of EY, Law is able to provide outsourcing clients with a one stop shop, supporting all aspects of the outsourcing process from early analysis and business case development to final implementation, including strategy, process, commercial, technical, legal and negotiation. 8

Law at EY IT & technology Law provides legal advice to Danish and international clients on all aspects of IT and technology-related contracts and matters. The team acts on both customer side and provider side. Law has extensive experience in advising on IT and technology based on best practice in the market. Depending on the client s needs, we also include other colleagues from EY with expertise within the more technical aspects of IT. Start-ups in the technology sector is a special focus area and we can assist on all parts of the journey from the first idea to exit, including company formation, protection of intellectual property rights and venture financing. Our services include: License agreements IT procurement Software development IT outsourcing Transfer of technology businesses Open source 9

Law at EY Data Protection Law s data protection specialists advise on all aspects of data protection law. We have extensive insight into regulatory requirements and practice, trends and best practices. Our data protection law specialists work in close cooperation with Advisory s Privacy and Cyber Security specialists, which means we can help our customers manage all aspects of data protection, including data mapping and how data protection concerns can be addressed through changes in the information and communication (ICT) portfolio and throughout the organisation. As part of EY, we have Law colleagues in more than 75 jurisdictions around the world and have detailed experience in each jurisdiction, bringing valuable insight to managing the different legal systems, cultures and regulatory regimes. Our global presence sets us apart from many of our competitors, as data protection matters very often involve a cross-border element of international data transfer. We assist with: Data protection maturity analysis Defining prioritised roadmaps for implementation of the EU GDPR Compliance surveys and reviews General corporate group and HR policies Binding corporate rules Whistle-blower schemes Client data HR data Data transfers and processing Data protection consents Cookie policies Independent reviews Audits and third-party reports 10

Contacts: Henrik Kany, partner Corporate and commercial law, M&A henrik.kany@dk.ey.com +45 25 29 33 10 Lisa Bo Larsen, partner Restructuring and insolvency, Data protection lisa.b.larsen@dk.ey.com +45 25 29 43 23 Louise Krarup Simonsen, partner Restructuring and insolvency louise.krarup@dk.ey.com +45 25 29 31 25 Julie Gerdes, executive director Labour and employment law, Data protection julie.gerdes@dk.ey.com +45 25 29 34 03 Martin Bramm, executive director Outsourcing, IT & technology martin.bramm@dk.ey.com +45 25 29 58 12 Frederik Plough Sarp, executive director Outsourcing, IT & technology frederik.sarp@dk.ey.com +45 25 29 61 51

EY Assurance Tax Transactions Advisory About EY EY is a global leader in assurance, tax, law, transaction and advisory services. The insights and quality services we deliver help build trust and confidence in the capital markets and in economies the world over. We develop outstanding leaders who team to deliver on our promises to all of our stakeholders. In so doing, we play a critical role in building a better working world for our people, for our clients and for our communities. EY refers to the global organization, and may refer to one or more, of the member firms of Ernst & Young Global Limited, each of which is a separate legal entity. Ernst & Young Global Limited, a UK company limited by guarantee, does not provide services to clients. For more information about our organization, please visit ey.com. 2017 Ernst & Young P/S All Rights Reserved. ED None This material has been prepared for general informational purposes only and is not intended to be relied upon as accounting, tax, or other professional advice. Please refer to your advisors for specific advice. ey.com/dk B17003dk