Substantial experience with the structuring, organization, formation, and regulation of private funds and alternative investment vehicles, including private equity and venture capital funds, hedge funds, real estate funds, hybrid funds, funds of funds, special purpose vehicles, and separately managed accounts.
Experiential insight in selecting the optimal organizational structure and legal domicile for private funds based upon each fund's specific investment strategy, targeted investor base, and unique tax considerations. Our attorneys have extensive experience working with a wide range of fund structures, including stand-alone funds, master-feeder funds, mini-master funds, parallel funds, series funds, and funds of funds, domiciled in the U.S. and in select offshore jurisdictions such as the Cayman Islands, Bermuda, and the British Virgin Islands.
Deep understanding of the unique characteristics, considerations, and risks associated with individual investment strategies and asset classes, which result from representing private funds employing diverse investment strategies across a broad array of asset classes, including public and private equity, venture capital, real estate, fixed income, credit, debt, commodities, and futures, as well as cryptocurrency and other digital assets.
Comprehensive knowledge of the issues emerging managers face when raising their first fund, as well as those faced by experienced registered investment advisers and exempt reporting advisers in connection with ongoing management and compliance obligations, such as compliance with the Investment Advisers Act (including Form ADV filings) and the Investment Company Act, as well as federal and state securities laws (including Form D and Blue Sky filings).
Our Services:
Preparing organizational, governing, and offering documentation for private funds and their associated general partner and manager entities, including private placement memoranda, limited partnership or limited liability company agreements, subscription documents, and investment management agreements.
Advising fund sponsors in organizing and structuring general partner and manager entities and in drafting associated agreements and documentation setting forth the economics and governance of such entities.
Preparing and negotiating documentation relating to the ongoing operation of private funds and their management entities, such as executive compensation agreements and side letters, as well as reviewing and negotiating contracts and agreements with fund administrators, placement agents, auditors, prime brokers, and other service providers.
Providing counsel and guidance with respect to regulation and compliance with federal and state securities laws, including overseeing the preparation and submission of forms, applications, and notices for regulatory filings, registrations, exemptions, and qualifications applicable to private funds, their managers, and their respective securities offerings.
Representing institutional investors in connection with their private fund investments, including reviewing offering documents and providing guidance regarding fund investment terms, tax and regulatory considerations.
