Private Funds

Our Practice

We provide a full range of legal services related to private funds including private equity, real estate, infrastructure, energy, clean technology, mezzanine, debt, fund of funds and all other types of illiquid asset funds both in established and emerging markets.

Our team is:

  • Trusted - we are the BVCA's strategic partner in providing training on the establishment of new private fund management entities and the launch of their debut funds through its annual workshop for first-time fund managers.
  • Efficient - dedicated to helping you meet your objectives in the shortest possible time so that legal issues and documentation do not impede your commercial objectives.
  • Commercial - providing advice and draft documentation that is commercially focussed with the objective of securing the most advantageous terms for our clients in light of market conditions.
  • Experienced - dedicated to private funds, our partners and associates are highly experienced in the full range of private funds work, including acting for managers establishing funds and investors into private funds.
  • Recognised - by the UK and international legal directories as being one of the leading firms in the private funds sector.
  • Integrated - fully integrated with our transactional practices in the UK and internationally in order to provide a complete service, from fund formation to portfolio investment acquisition, to refinancing/restructurings and divestment.

Experience

Our private funds team has in-depth experience on an international scale. Recent examples of our work that show the breadth of our capabilituy include revising:

3i

  • on the establishment of the fund management company 3i SGR and the establishment of six investment funds in Italy.

Acuity Capital

  • on the establishment of a debut infrastructure private equity fund.

Babson Capital Europe

  • on the establishment of their debut European buyout leveraged loan distressed debt fund.

The Brunei Investment Agency

  • in relation to its investment in a number of closed-end offshore limited partnerships; and on the establishment of a Shariah compliant alternative assets fund for Far East and Middle East based investors.

Canter Equity Partners

  • on the establishment of their first small-cap buyout fund following the completion of their spin-out.

Circadia Venture

  • on the establishment of their first venture capital fund following the completion of their spin-out, focussing on investments into food and biotechnology companies.

Gartmore

  • on the £4.1bn merger of their private equity fund of funds business with Hermes to create Hermes GPE.

Private Equity Partners

  • on the formation of JPMorgan Italian Fund III and Private Equity Partners Fund IV, two Italian mid-market private equity funds.

Tai Fook Asset Management

  • on the launch of their CMTF Private Equity Fund, focusing on investments in Greater China.

UniCredit Corporate Banking

  • on a large-cap private equity and mezzanine fund.

A number of pension funds, institutional investors and hedge funds

  • on their commitments to private equity funds and investments in private equity fund managers.

Our international transactional team works closely with our funds lawyers to provide dedicated transactional support on investments, restructurings and exits.

Specialist Expertise

We act for managers of, and investors in, the full range of private funds. With specialists across our global network, covering Europe, the Middle East and Asia, we are able to fully understand your business and the markets you operate in. The private funds team is supported by our leading tax, regulatory, employment, transactional and finance teams.

Fund formation

We assist institutional and independent managers, including first time fund managers, from around the world in establishing the full range of private funds.  We can advise on:

  • Structuring - developing the optimal structure for a fund

  • Terms - appropriate terms which incorporate the latest market developments

  • Documentation - we have developed an integrated suite of market tested documentation which we tailor to suit the needs of our clients

  • Regulation - all the regulatory issues involved in establishing and marketing a fund

  • Negotiations - we are experienced in negotiating with investors from around the world

  • Incentive schemes - all aspects of team incentive schemes, including carried interest and co-investment schemes

  • Ongoing support - provision of a compliance manual, advising on transfers of interests in the fund, amendments to fund documents and transaction support.

Establishing a fund management business

We have advised on fund management start-ups and spin-outs over many years, and have accumulated considerable experience on all relevant legal issues.  This allows us to provide practical and comprehensive advice. We can assist with issues in relation to previous employers (restrictive covenants and confidentiality), structuring the business, relevant documentation (such as limited liability partnership agreements and shareholder agreements) and all regulatory issues including obtaining relevant authorisations.

We are also proud to be a strategic partner of the BVCA in providing training on the establishment of new private fund management entities and the launch of their debut funds through its annual workshop for first-time fund managers.

Investing into funds

We act for investors into the full range of private funds (both in terms of structure and asset class). We recognise that investors have different concerns and work with you to understand your needs so that we can identify potential issues with the proposed fund structure and documentation.

We review documentation efficiently and respond without delay so that your investment is not unnecessarily delayed. We ensure that senior, experienced lawyers with the relevant expertise are involved in all fund reviews so that relevant issues are identified and brought to your attention early in the process.

Secondaries

We are experienced in and can advise you on all aspects of secondaries transactions, whether it is a transfer of an interest in a single fund or the sale of an entire portfolio of fund interests.