How we work · the engagement

How an engagement runs.

An engagement runs in the six stages of the method. This page reads them as a calendar: what closes each stage, what returns at the end, and the exact line at which your counsel, your regulated advisers and your counterparties take the work forward.

01 · What enters

When to involve us

An engagement opens on what already exists, not on what is intended.

Five things are established before anything is drawn. The first is written at the opening of the engagement; the other four already exist on your side of the table.

The question

What is being decided, in one sentence, and what closes it. A matter that cannot be stated in a sentence has not been bounded, and bounding it is the first work of an engagement rather than a preliminary to it.

The documents that already exist

The constitution, the term sheet as it stands, the offer document, the facility papers, the delegation, and the side letters already signed. What exists is read before anything is drawn, because most of what constrains a structure is already sitting in your own documents.

The dates that bind

A first close, a long-stop, a committee that sits monthly, an expiry on exclusivity. The sequence is built backwards from whichever of those is real, and one of them usually is.

The parties already appointed

Counsel, the administrator, the depositary, the lender, the distributor. An appointment already made is a constraint on the structure and not a detail of it, and a route that ignores one is not a route.

The jurisdictions in play

The centres, the domicile of each vehicle, the countries the assets sit in, and the countries the investors write from. Each one brings a body of law that has to be read rather than assumed.

02 · The sequence

The questions we are asked

Each stage closes on a document, and the next is built from it.

Six stages, and the order is not administration. What each stage does is set out at how we work; what is set out here is the date each one closes on, and what a manager holds when it does.

01 Define · the question, bounded The matter is bounded in writing before work begins: what is being decided, by when, and what closes it. The file is opened against that scope and closed against it rather than circulated. This is the shortest stage and the most consequential.
02 Map · the constraint read Every rule that binds the structure you intend, read to instrument and article, in each centre and in each jurisdiction the transaction reaches. Where a text has moved, the reading says when it moved and what the movement touches.
03 Design · the structure drawn The routes available, drawn to the same depth. Each carries the constraint that shapes it and the point at which it fails. No route is preferred at this stage, because a preference stated here ends the comparison before it has run.
04 Compare · the routes set against each other The routes are read across the thirteen structural axes, and every route set aside stays in the file with the constraint that removed it. This is the stage your investment committee is given first.
05 Stress-test · the surviving route attacked Eight questions put to whichever route survives, then the dependencies mapped. What returns is the failure points named, each with the condition that would trigger it, and the order the open questions have to be answered in.
06 Mobilise · the sequence set and the file handed over The order the steps have to happen in, with the one-way doors marked and each step owned by role rather than by name. The file then goes to your counsel, your regulated advisers and your counterparties, built to be worked from rather than read. From here the transaction is yours.

Two of the six run before any structure is drawn. They are the two that decide how much of the answer is still available.

03 · What returns

Evidence is separated from judgement, and the file says which is which.

One artefact returns: the structural blueprint. It holds nine layers, set out in full at the blueprint. Four of them do most of the work in the first week, and they are separable inside it on purpose: a structure can be argued with, a constraint can be checked against the instrument that creates it, and a sequence can be worked from.

The structure, drawn: The entities, the jurisdictions, the flows and the security, with the constraint against each part of it cited to the instrument that creates it, and every route considered and set aside recorded with the reason.
The constraints, cited: Every binding rule by instrument and article, the date the text was read, and which of your documents were written against an earlier version of it.
The sequence: The order the steps run in, with the steps that cannot be taken twice marked, and the owner of each step named by role. The doors, in order.
The open questions: What the instruments do not settle, stated as questions, cited to the text that leaves them open, and dated. Where the evidence does not close a question, the question stands open, and says so.

Every one of the four resolves to something outside this firm: an instrument, a date, or a reason you can argue with. That is why they are separable inside one drawing.

04 · The handover

What cannot happen here

Everything that binds anybody is signed by someone you appointed.

Three pieces of work sit inside the perimeter below, and four parties stand outside it. Everything that binds a person or a vehicle happens on their side of it, in their own name.

The accented line is the file. It is the only thing that crosses the perimeter, and it crosses in one direction. The three plates on the left are analysis and bind nobody. Each plate on the right is a party acting in its own name, and every regulated act in the transaction belongs to one of them.

Your counsel

Drafting, opinions, and every position that has to be signed. We work alongside your own counsel rather than in place of them. Where their view and ours differ, the file improves, because the routes set aside are already recorded with the constraint that removed each one.

Your regulated advisers

Every regulated activity inside the transaction: arranging, advising on the merits of an investment, dealing, managing. Those are theirs, in every jurisdiction the transaction touches, and they are theirs from the first day to the last. Which approach may be made in which territory, and by whom, is read at marketing and placement.

The centre and its regulator

Application, notification, registration and every filing. We read what applies and when it applies; the manager and its advisers file it and stand behind it.

Your counterparties

Lenders, sellers, administrators, depositaries and auditors each act in their own name, on their own mandate, and under their own authorisation.

05 · The pace

Our firm

An engagement moves as fast as the doors close properly, and no faster.

Skipped steps do not save time. They move the delay to a later date and price it up.

A door that closes in order can be reopened by consent. A door that closes because a step was taken out of order is reopened by starting again, and the second is what haste actually buys.

We take transactions through structural design and execution-readiness. Execution remains with the manager and the counterparties it appoints.

The blueprint Execution-readiness The questions we are asked

Write to us.

Complex transactions fail at the interfaces between otherwise workable components. We resolve the structural complexity between investment intent and transaction execution.