Investors trust you with their money, but who do you rely on for critical legal advice? Womble Bond Dickinson lawyers are at the forefront of new trends and developments in fund structures.

We can work with you to design onshore and offshore vehicles that reflect current market preferences with advantageous terms for you and your investors.

We’ll also ensure that you’re being efficient from a tax-outcomes and regulation point-of-view. Our team has experience with private equity, real estate, credit, energy, venture capital, timber, agricultural, hedge, retail and other funds. We also regularly represent institutional investors in connection with their investments in funds. 

Designing the right fund structure with the right characteristics is critical. Because of our experience, we understand fund terms, structures, market standards, and alternatives and how to help clients meet their goals, not just legal requirements. We will work with you to design onshore and offshore structures to achieve regulatory efficiency and tax optimization for the management team and investors, which will minimize costs and taxes and prevent unexpected tax liabilities. We will help you structure the Fund itself as well as management entities and co-investment vehicles.

Once the right structure is in place, we will advise on marketing the Fund and negotiating side letters and other arrangements with investors. Our UK team has a deep understanding of the Alternative Investment Fund Managers Directive (AIFMD) and can help you to navigate the European investment-management landscape.

Our lawyers advise on acquisitions and disposals of fund managers and funds including fund management companies, LLPS / fund limited partnerships, and property unit trusts and companies. 

Our clients include:

  • Private fund managers including US-registered investment advisers
  • Global insurance companies
  • Asset management groups
  • Real estate, Private equity and Lending funds
  • Institutional investors
  • Public equity funds 
  • FCA authorized fund managers in the UK
  • Fund administrators.

What we do

  • Represent fund managers in the organization of fund, GP and related entities; negotiations with investors, compliance with applicable regulation, governing laws and securities laws
  • Draft Private Placement Memoranda and prepare Limited Partnership Agreements, Management Agreements, Depositary Agreements, Administrator's Agreements and related documentation
  • Advise on AML and KYC compliance and related issues
  • Represent large institutional investors in review and evaluation of fund documents and negotiations in changes to terms and side letters
  • Assist with regulatory requirements related to the UK AIFMD Regime, the EU AIFMD Regimes, and the US Investment Advisers Act and Investment Company Act
  • We also represent investment funds clients in: 
    • Reorganizations
    • Investor disputes
    • Employment issues 
    • And we coordinate with outbound investment counsel on alternative investment vehicles.

Examples of work

  • Represented a real estate fund in connection with the formation, offering of interests in and operation of a fund with over $200 million in investor commitments from US and foreign investors
  • Advised a large UK bank on its participation in a lending fund
  • Over a 12-year period, we have represented one of the world’s largest institutional investors in connection with a variety of customized separate account, fund-of-one and commingled fund transactions ranging in size from $25 million to over $1 billion
  • We have advised both a private equity house and a large depository, in the UK, on AIFMD implementation and subsequent issues
  • Representing a large institutional investor with respect to various investments in private equity, real estate, credit, and hedge funds valued at over $1 billion in total since 2015
  • Advised a UK based cornerstone investor on the documentation and issues concerning the launch of three Cayman Island tech-focused private equity funds 
  • Represented a UK based real estate management and advisory group on over a dozen fund and club deal projects over a period of six years.