Practice Areas

Hedge Funds

We assist emerging and seasoned managers with all aspects of the fund formation process. Our comprehensive legal services include advising managers on fund structure, regulatory and ongoing compliance matters; structuring the management company and drafting the corresponding operating agreement; handling regulatory filings, including entity formation filings, blue sky notices and SEC / state investment adviser registrations; and preparing offering documents tailored to each manager’s respective investment strategy and fund structure. Our expertise extends to a diverse cross-section of strategies and asset classes, including long-short equity, fixed-income, multi-strategy, quantitative, sector-specific, funds-of-funds, etc.

Incubator Funds

Our incubator fund services include forming the fund and the management company, preparing the respective limited partnership agreement and operating agreement for the fund and management company, and advising managers with respect to the fund’s structure, marketing materials and the selection of service providers so that indications of interest can be determined prior to the preparation of the fund’s offering documents.  We offer incubator fund services for offshore funds, as well.  The incubator fund is an ideal alternative for managers who prefer to gradually transition to a full-fledged fund.

Private Equity Funds

We assist private equity sponsors with all aspects of the fund formation process. Our comprehensive legal services span the entire private equity life cycle, from organizing the fund to deploying investor capital to winding-down the fund. We advise sponsors on private equity fund structural matters, such as carried interest payouts, valuation mechanisms, investor distributions, etc., as well as regulatory and ongoing compliance matters; structuring the management company and drafting the corresponding operating agreement; handling regulatory filings, including entity formation filings, blue sky notices and SEC / state investment adviser registrations; and preparing offering documents tailored to each manager’s respective investment strategy and fund structure.

Real Estate Funds / Syndicates

We assist real estate funds and syndicate sponsors with all aspects of the fund / syndicate formation process. Our comprehensive legal services span the entire real estate offering life cycle, from organizing the offering to deploying investor capital to winding-down the offering. We advise sponsors on real estate offering structural matters, such as carried interest payouts, real estate valuation mechanisms, investor distributions, etc., as well as regulatory and ongoing compliance matters; structuring the management company and drafting the corresponding operating agreement; handling regulatory filings, including entity formation filings and blue sky notices ; and preparing offering documents tailored to each sponsor’s respective offering structure.

Offshore Funds

We have extensive experience forming offshore funds for managers who expect to attract predominately non-U.S. investors and/or tax-exempt U.S. investors.  Our expertise extends to multiple offshore fund jurisdictions, notably the British Virgin Islands and the Cayman Islands, where we have longstanding relationships with local counsel.  Our services are comprehensive and include incorporating the offshore fund, handling all corresponding registration requirements, and preparing the offering memorandum, memorandum and articles of association, and subscription documents for the fund, as well as an investment management agreement between the fund and the investment manager.  We form stand-alone offshore funds, parallel fund structures and master-feeder structures, depending on each client’s respective circumstances and fund expectations.

Commodity Pools

We assist emerging and seasoned managers with all aspects of the commodity pool formation process. Our comprehensive legal services include advising managers on fund structure, regulatory and ongoing compliance matters; structuring the management company and drafting the corresponding operating agreement; handling regulatory filings, including entity formation filings, blue sky notices and CPO / CTA registrations and exemption filings with the CFTC and NFA; and preparing disclosure documents tailored to each manager’s respective investment strategy and fund structure. Our expertise extends to various types of commodity pools, including managed futures funds and forex funds.