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Portrait of Matthew Nortcliff

Matthew Nortcliff

Head of Funds and Indirect Real Assets, Asia

CMS Holborn Asia
7 Straits View
Marina One East Tower
Singapore 018936
Languages English

Matt heads CMS' Funds and Indirect Real Assets (FIRA) practice in Asia, with a particular focus on the real assets, VC and tech sectors. He has been based in Singapore since 2010 and the majority of his work involves working for clients from, or on investments into, the APAC region. 

Matt advises managers on the establishment and operation (including regulatory matters) of a wide range of funds, structured investments and joint ventures. He also advises investors on their fund investments and corporate / real asset transactions across Asia and globally.

Matthew is a recommended individual in both the Legal 500 and Chambers directories and his team is recognised as a Leading International Firm for Investment Funds by the same publications. His client base includes institutional GPs and LPs, boutique fund managers and major regional property investors.

Matthew is a regular industry speaker on real estate funds and investment, fund tokenisation, blockchain and ESG and is an active member of both the ANREV Technology and Innovation Committee and the ULI Sustainability Product Council.

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"a standout partner who delivers an excellent level of client service while being commercially sensitive to the wider transaction (…) Balancing efficiency, client focus, pragmatism and sound advice is often difficult, but Matthew does it exceptionally well."


Relevant experience

Fund formation
  • Makers Fund on the establishment and closing of Makers Fund III, a $500m VC fund focused on interactive entertainment, established as a Singapore variable capital company (VCC), which is one of the largest VCC funds ever launched.
  • Play Ventures on the establishment and closing of Play Ventures Fund II, a $175m VC fund focused on the global gaming sector, established as a Singapore VCC.
  • UBS Asset Management on the acquisition and recapitalization of Avanath’s $248m ‘Elevate Portfolio’ comprising 2,085 affordable housing units across 14 multifamily communities in the US, through Avanath Affordable Housing I, LLC.
  • Play Ventures on the establishment and closing of Play Future Fund, an $80m Web3 VC fund focused on blockchain-driven investments and digital assets in the online gaming sector.
  • GSA Group on the establishment, closing and term extension of a JPY 10bn club fund established to own, develop and operate a major PBSA asset in Hakusan District, Tokyo.
  • Play Ventures on the establishment and closing of Play Ventures Opportunity Fund, a $125m VC fund established to participate in later stage follow-on opportunities originated via Play Venture’s three early stage VC funds.
  • Oryx Real Estate Partners on the establishment and closing of a series of club funds with total AUM in excess of £300m that acquire and develop office assets in the United Kingdom.
  • Ship Street Advisors on the establishment and closing of UKRO II L.P., a real estate fund targeting UK office assets with capital sourced predominantly from Hong Kong and mainland China.
  • Play Ventures on the establishment and closing of Play Ventures Fund I, Play’s debut fund that raised $40m to invest in early stage gaming and gaming-related opportunities. 
LP representation
  • UBS Asset Management on in excess of $15bn of fund investments into APAC, US and global real estate funds, often as a cornerstone investor.
  • The UK pension funds of Atos and BAA on in excess of $5bn of fund investments into funds across all sectors including, most recently, several ESG-focused funds.
  • LaSalle and Bouwinvest on their 49% investment into a Logos-managed joint venture established to acquire and develop the REC solar power manufacturing and warehouse facility in Tuas, Singapore for a total acquisition price of $450m (the largest Singapore real estate transaction in 2019).
  • LaSalle Investment Management on in excess of $2bn of fund investments into APAC and European real estate funds.
  • Abrdn on in multiple fund investments into APAC and European real estate funds.
  • Clients of Willis Towers Watson on over £500m of investments into funds and structured investment products.
  • Aldar Properties on multiple proptech VC fund investments, covering APAC, European and US fund strategies.
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  • 2003 – Legal Practice Course, Oxford Institute of Legal Practice, Oxford
  • 2002 – LL.B., University of Exeter, Exeter
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In­vest­ing in Web3: The fu­ture of VC funds?
This art­icle is pro­duced by CMS Hol­born Asia, a Form­al Law Al­li­ance between CMS Singa­pore and Hol­born Law LLC. What is Web3? Those fa­mil­i­ar with the ad­vent and de­vel­op­ment of de­cent­ral­ised ledger tech­no­logy...
Singa­pore VCC Guide
The Singa­pore Vari­able Cap­it­al Com­pany (VCC) is a new cor­por­ate struc­ture for in­vest­ment funds con­sti­tuted un­der the Vari­able Cap­it­al Com­pan­ies Act, which took ef­fect in Janu­ary 2020. It is the first fund-spe­cif­ic en­tity to be launched in Singa­pore and it is in­ten­ded to strengthen Singa­pore’s po­s­i­tion as a lead­ing Asi­an fund man­age­ment centre.Over the past 20+ months the CMS Singa­pore funds team have taken the time to un­der­stand the leg­al and op­er­a­tion­al prac­tic­al­it­ies of launch­ing, clos­ing and op­er­at­ing a VCC fund, which go far bey­ond the VCC Act it­self. As such, this guide re­flects our team’s col­lect­ive hands-on ex­per­i­ence of the VCC gained over mul­tiple VCC fund form­a­tion man­dates.The pur­pose of this guide is there­fore to provide an over­view of the VCC and its key fea­tures, as well as of the VCC es­tab­lish­ment pro­cess. It also ad­dresses some of the VCC ques­tions that have been fre­quently asked of us by both man­agers and in­vestors alike.
Re­mov­ing a fund’s man­ager: what in­vestors can learn from a PE Fund in Tur­moil
This art­icle is pro­duced by CMS Hol­born Asia, a Form­al Law Al­li­ance between CMS Singa­pore and Hol­born Law LLC. It is ex­tremely rare for in­vestors in a private in­vest­ment fund to ter­min­ate the fund man­ager...
Tail­winds and Head­winds for Singa­pore’s Growth as an As­set Man­age­ment Hub
This art­icle is pro­duced by CMS Hol­born Asia, a Form­al Law Al­li­ance between CMS Singa­pore and Hol­born Law LLC. Des­pite the on­set of a glob­al pan­dem­ic, 2020 was a good year for Singa­pore’s as­set man­age­ment...
Shift­ing the Dial: The move to­wards Sus­tain­able In­vest­ing in Singa­pore
This art­icle is pro­duced by CMS Hol­born Asia, a Form­al Law Al­li­ance between CMS Singa­pore and Hol­born Law LLC. The Mon­et­ary Au­thor­ity of Singa­pore (MAS) re­cently an­nounced that it would de­ploy US$1.8...
Fin­an­cial Con­duct Au­thor­ity (FCA) con­firms that Sus­tain­able Fin­ance Dis­clos­ure...
This Fo­cus­ing on Funds looks at new changes in the UK's ap­proach to the Sus­tain­able Fin­ance Dis­clos­ure Reg­u­la­tion (SF­DR). The Fin­an­cial Con­duct Au­thor­ity (FCA) has con­firmed that the SF­DR will not ap­ply...
Fo­cus­ing on Funds – AIFMD Con­sulta­tion Pa­per
This Fo­cus­ing on Funds looks at some of the European Com­mis­sion con­sulta­tion pa­per on the AIFMD. The Con­sulta­tion fol­lows an in­ter­ven­tion by ESMA with its let­ter to the Com­mis­sion rais­ing nu­mer­ous...
Fo­cus­ing on Funds – Mer­ger Con­trol: Part 1
This Fo­cus­ing on Funds is top­ic­al for fund man­agers and in­vestors as mer­ger con­trol en­force­ment con­tin­ues to strengthen around the world and the num­ber of jur­is­dic­tions where the is­sue is rel­ev­ant con­tin­ues...
Pop­u­lar in­vest­ment vehicles in Singa­pore
Up­dated on May 2022 In­vest­ment vehicle Singa­pore Lim­ited Part­ner­shipSinga­pore Vari­able Cap­it­al Com­pany 1. Form Singa­pore Lim­ited Part­ner­ship Lim­ited Part­ner­ship Singa­pore Vari­able Cap­it­al Com­pany Cor­por­ate...
CMS gets in the game on launch of Play Ven­tures I LP
CMS Singa­pore has ad­vised Play Ven­tures on the launch and clos­ing of their de­but gam­ing-fo­cused VC fund, Play Ven­tures I. The fund was over­sub­scribed at $40m and in­cludes a num­ber of gam­ing stal­warts...
CMS - Fo­cus­ing on Funds – Lux­em­bourg Brexit
This Fo­cus­ing on Funds is an alert with re­spect to the Brexit re­mind­ers is­sued by the Lux­em­bourg reg­u­lat­or ("CSSF") to all firms cur­rently au­thor­ised un­der CRD, Mi­FID II, PSD 2 or EMD in the United King­dom...
CMS - Fo­cus­ing on Funds - More than a token ges­ture
This Fo­cus­ing on Funds looks at the evolving hot top­ic of ar­ti­fi­cial in­tel­li­gence (AI) and tech­no­logy for the funds sec­tor. Crypto-as­sets, par­tic­u­larly “se­cur­ity tokens” and dis­trib­uted ledger tech­no­logy...