Overview

Members of our Corporate Transactions & Securities practice group provide counsel on the formation of QOFs, as well as every other type of fund, of all stages and sizes. We help clients navigate every facet of the fund formation process, including:

  • Determining optimal organizational fund structure and establishing the fund
  • Defining the fund’s investment strategies and policies
  • Drafting private placement memoranda (PPM)
  • Determining the material terms of key fund agreements; drafting and negotiating the agreements
  • Addressing federal, state and foreign securities law matters
  • Commencing the offering process and distributing offering documents
  • Evaluating opportunities and performing due diligence in connection with proposed investments
  • Drafting, reviewing and negotiating documents related to potential investments
  • Providing ongoing regulatory and transactional advice
  • Counseling on operational best practices
  • Assisting with other issues that may arise related to taxation, intellectual property, etc.
  • Private fund securities law compliance

We represent clients across the nation and around the world, ranging from startup ventures to large financial institutions and funds. We can help clients enter the investment management industry, develop new products and services, expand their businesses through strategic planning and acquisitions, keep abreast of regulatory and industry developments, and interact with regulators. We advise on issues arising under the Investment Company Act of 1940, the Investment Advisers Act of 1940, the Securities Exchange Act of 1934, the Securities Act of 1933, and regulations adopted by the Securities and Exchange Commission (SEC), the Financial Industry Regulatory Authority (FINRA) and the Commodity Futures Trading Commission (CFTC).

Our Investment Management practice regularly counsels clients and assists with regulatory compliance for private funds and their advisers, including the preparation of compliance policies and procedures, annual compliance reviews and regulatory filings. We work with our client and other service providers, such as third-party administrators, fund accountants and auditors, to assist with designing a comprehensive approach for compliance.

Our private fund team works closely with lawyers from our firm’s other practices, including Real Estate, Investment Management, Tax, Privacy & Cybersecurity, and Early Stage & Emerging Companies, to advise clients on the full range of legal and business issues they may face. This collaborative approach positions us to provide comprehensive legal counsel, regardless of size or complexity.

Our QOZ Fund Formation & Structuring Team Members: