Private Equity Funds

While private equity and hedge funds share many common characteristics, the illiquid nature of private equity investments necessitates core structural differences between the two types of funds. Riveles Law Group has extensive experience forming private equity funds with sophisticated structures and investment strategies ranging from real estate, start-up technology, oil and gas, renewable energy, distressed company, to debt financing. Working with managers, RLG develops optimal fund structures, taking into account a variety of considerations including investment objectives, tax considerations, securities laws and cross-border investment issues. Our experience includes negotiating all aspects of fund formation – from fund documentation to strategic GP ownership stakes – as well as continued comprehensive advice to funds.

After launch, the firm also counsels funds on all aspects of their ongoing operations, structuring portfolio investments and acquisitions, and counseling portfolio companies in connection with their ongoing corporate and intellectual property needs.

The services we provide to private equity fund managers include:

  • Advising on business entity selection, whether limited partnership, limited liability company, series LLC, or other form.
  • Counseling on fund structure, strategy descriptions and parameters, compensation provisions, liquidity provisions, hurdle rates and valuation procedures, and a variety of other fund terms.
  • Advising on the optimal tax structure of the fund, in consultation with tax counsel if needed.
  • Preparing term sheets, limited partnership agreement, private placement memoranda, subscription documents, management company operating agreement, and investment advisory contracts.
  • Collaborating with fund manager to formulate investment goals and investment strategy description.
  • Advising on the use of finders, third party marketers, and broker-dealers in connection with capital raising, and drafting and negotiating third party marketing and selling agreements as needed.
  • Preparing SEC Form D and state “blue sky” filings on an on-going basis.
  • Advising on state and federal laws governing investor qualifications and suitability.
  • Counseling on marketing regulations, including general solicitation under Rule 506(c) of Regulation D.
  • Implementing exit strategies.
  • Facilitating introductions to administrators, auditors, brokers, and marketers specializing in illiquid investments.
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