Taft’s Investment Funds group is an interdisciplinary practice and includes professionals with a diverse range of legal experience, including securities, tax, private equity, venture capital, real estate, litigation, and ERISA. Investment fund sponsors and investors turn to Taft for our market insight and in-depth experience in the fund formation and alternative investment space.
We regularly advise sponsors on forming private equity, venture capital, real estate, and hedge funds. When representing sponsors, Taft seeks to design optimal limited partnership agreements, manage negotiations with prospective limited partners, and efficiently manage the fundraising and closing processes.
Our team assists sponsors with:
- Fund formation and fund operational matters.
- Determining the appropriate structure for an investment fund.
- Drafting private placement memorandums, limited partnership agreements, and other offering documents.
- Complying with the U.S. Securities Act of 1933 and Regulation D.
- Ongoing compliance with the U.S. Investment Advisers Act of 1940 and the Investment Company Act.
- Negotiating fund agreements and side letters with limited partners.
- Drafting general partner, management company, and other upper-tier governing agreements.
- Financing of sponsor and independent sponsor acquisitions as well as the sponsors themselves through capital call, management, and other facilities.
- Reviewing investments and related issues for family offices.
- Internal investigations, DOJ/SEC investigations, M&A litigation, and shareholder derivative litigation matters.
- Defined benefit pension plans, multiemployer pension plan withdrawal liability, and controlled group liability under ERISA.
- Initial and ongoing compliance with the requirements for the exceptions to the plan asset rules under ERISA.
- National security review of foreign investments in U.S. companies (CFIUS).
We also regularly advise investors in connection with their investments in various funds. When representing investors, we advise on negotiating fund agreements and side letters that will protect their interests and better align the incentives of sponsors with those of their investors.