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The Channel Islands structures being used for infrastructure assets

Mar 12, 2025

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We are continuing to see Guernsey and Jersey structures being established for investment into and acquisition of infrastructure assets such as windfarms, network utilities and renewable power.

Why we are seeing this 
 
One of the reasons for this ongoing trend is that both Guernsey and Jersey offer flexibility that other jurisdictions may not, including capital maintenance advantages, the ability to have corporate UK tax residence and tax neutrality on interest, dividends and distributions.
 
Jersey and Guernsey are also well-known sophisticated international financial centres, offering settled corporate and finance regimes with a wealth of service providers across the legal, corporate administration and listing industries. 
 
The structure
 
A typical structure for an investment or acquisition "stack" usually includes the following Guernsey or Jersey entities: 
Infra Deal

As you will see from above, the stack usually includes:

  • A Bidco which will usually be (i) funded on a leveraged basis, (ii) the borrower of senior debt to finance the acquisition and (iii) wholly owned by another Jersey/ Guernsey company, Midco;

  • A Midco which will usually be (i) funded on a subordinated mezzanine basis, (ii) the borrower of mezzanine debt and (iii) wholly owned by another Jersey/ Guernsey company, Topco; and

  • A Topco which will usually be (i) funded through equity subscribed for by the investor(s) and (ii) more widely held than Bidco and Midco.

This structure will be familiar to many in the UK, including tax advisors. There are, of course, variations here and there to suit transaction specific needs, often comprising a broader range of vehicles in the middle of the stack. 
 
How we can help
 
In these transactions input and advice is required from specialist corporate, regulatory, tax and banking and finance professionals to ensure that the entities are properly incorporated, the stack is properly established in compliance with local regulations and that the funding arrangements are properly put in place.
 
Our Channel Islands Banking & Finance, Investment Funds & Corporate and Regulatory & Risk teams collaborate to work closely with the client, their lawyers and tax advisors in these transactions and we are well placed to assist and provide full coverage on these deals. 

Asset Management & Investment FundsCorporate, Mergers & AcquisitionsFinanceRegulatory & ComplianceGuernseyJersey

Authors

Craig_Cordle

Craig Cordle

Partner/Guernsey

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M/+44 (0) 7911 152 670
E/Email Craig Cordle
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Chris Hutley-Hurst

Chris Hutley-Hurst

Partner/Guernsey

T/+44 (0) 1481 758 950
M/+44 (0) 7911 720 470
E/Email Chris Hutley-Hurst
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James Lydeard portrait

James Lydeard

Partner/Jersey

T/+44 (0) 1534 700 865
M/+44 (0) 1534 700 865
E/Email James Lydeard
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Kim Paiva

Kim Paiva

Group Partner/Guernsey

T/+44 (0) 1481 748 906
M/+44 (0) 7781 134 219
E/Email Kim Paiva
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Key contacts

Get in touch with our team

Craig Cordle
Craig_Cordle

Craig Cordle

Partner

Guernsey

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+44 (0) 1481 748 910

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+44 (0) 7911 152 670

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Zoë Hallam
Zoe Hallam

Zoë Hallam

Group Partner

Guernsey

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Chris Hutley-Hurst
Chris Hutley-Hurst

Chris Hutley-Hurst

Partner

Guernsey

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+44 (0) 7911 720 470

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Julia Keppe
Julia Keppe

Julia Keppe

Partner, Walkers (CI) LP

Jersey

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Jon Le Rossignol

Jon Le Rossignol

Partner, Walkers (CI) LP

Jersey

London

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James Lydeard
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James Lydeard

Partner

Jersey

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Kim Paiva
Kim Paiva

Kim Paiva

Group Partner

Guernsey

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+44 (0) 1481 748 906

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Nigel Weston

Nigel Weston

Partner

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Alex Wickens
Alex Wickens

Alex Wickens

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