The investment management industry is increasingly affected by expanding laws and regulations. Our attorneys provide practical counsel to investment advisors and to private investment funds and their sponsors and managers in connection with the unique issues they face. We also represent institutional investors in private equity, venture, real estate, hedge funds and other funds, as well as in other investment opportunities. Our interdisciplinary practice includes attorneys with corporate, securities, tax, ERISA and real estate experience.
In addition to advising clients on fund structures, negotiating business and legal terms and drafting fund documents, we also provide advice on key issues relating to the operation of the general partner, manager and investment adviser entities. Our significant experience, market awareness and judgment allow us to provide an unsurpassed level of insight and guidance on all issues pertaining to private funds, from the routine to the extraordinary.
We also represent investors in private funds. From high-net-worth individuals and family offices to institutional investors, our clients rely on us to provide expertise on a wide array of matters. We provide services instrumental to investor-side representation and represent investors throughout a fund’s life cycle.
Fund Formation
Our attorneys work with sponsors and managers of private investment funds, including real estate, private equity, venture capital and hedge funds in connection with: structuring and closing the fund; structuring the management company; and preparing offering materials, including private placement memoranda, fund agreements, subscription agreements and supplemental marketing materials. We regularly advise established funds seeking ongoing regulatory advice and new funds and managers raising capital in a pooled investment vehicle format for the first time. We assist with structural issues of whether investment funds should be established in the U.S. or offshore, whether registration will be required under U.S. securities laws, and whether investments will be governed by ERISA or similar laws.
We work closely with fund sponsors in navigating the complex regulatory landscape in order to help them fulfill their planned investment strategies in a fund structure. Among others, this has included strategies focused on fine-art investments, private debt and equity fund-of-funds strategies, multifamily and commercial real estate, and hedge fund strategies focused solely on derivative securities.
Advisers Act & Regulatory Compliance
As a part of our fund's practice, we advise investment advisers to private equity, venture capital, real estate, and other private funds regarding registration requirements and available registration exemptions, ongoing regulatory compliance, examinations by the Office of Compliance Inspections and Examinations of the Securities and Exchange Commission, state examinations, and related matters.
We represent private fund advisors in connection with the review of applicable exemptions from registration, including as exempt reporting advisers. Where exemptions are unavailable or if registration is advisable for other reasons, we assist our investment adviser clients with all aspects of the registration process, including, among other things, by preparing and filing Form ADV, drafting the client’s compliance policies and procedures and code of ethics, responding to questions posed by the regulators and preparing investment management agreements. We assist with ongoing regulatory requirements and obligations. This includes assistance with disclosure of regulatory compliance matters. It also includes structuring and disclosure in connection with mergers and acquisition transactions with other advisory firms and other funds.
