Private Investment Funds

Irving, Carlson & Xavier is consistently ranked as having one of the most active private investment fund practices in the United States.

For the ninth year in a row, Irving, Carlson & Xavier was ranked by the Dow Jones Private Equity Analyst as having one of the most active private investment fund practices in the United States. Representing general and limited partners in 44 fund formations that closed in 2012, Irving, Carlson & Xavier ranked among the top 32 private investment fund legal practices in the United States, ahead of many of the nation’s largest law firms.

We understand the need for forward thinking and creative solutions to address the needs of sponsors and investors in private funds, which we provide through the skills of lawyers in our Corporate, Tax, Compensation, Benefits & Employment, and other practice groups.  We also regularly work with investment principals with respect to their personal tax and estate planning needs through our Individual Client Services group.  We understand the value of networking in the investment world, and we often assist in introductions among sponsors, investors, and other fund service providers.  Through our active practice, we keep abreast of market trends and are able to counsel our clients as to market terms on all aspects of fund formation and investment.

Our Private Investment Fund practice is dynamic and diverse.  We regularly advise both domestic and foreign funds, including recent engagements involving countries such as China, India, Japan, and the United Kingdom.  We have deep experience in structuring both onshore and offshore funds and analyze tax, regulatory, and other issues applicable to domestic and foreign investors.  We are skilled in setting up structures for fund management entities and in developing and implementing compensation arrangements for fund principals and employees.  We advise with respect to the Investment Advisers Act of 1940; the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 and other established and evolving legal and regulatory provisions.

Our practice encompasses virtually all types of private investment funds, including:

• Private Equity Funds
• Hedge Funds
• Real Estate Funds
• Venture and Growth Capital Funds
• Mezzanine Debt Funds
• Funds of Funds
• Distressed Asset Funds
• Special Purpose Funds
• Multi-Strategy and Specific Industry Sector Funds
• Pledge and Commitment Funds

Examples of our work in these areas include:

• Representing sponsors in both onshore and offshore fund formations
• Representing limited partners in investments in both onshore and offshore funds
• Representing sponsors in exits
• Representing limited partners in secondary purchases and sales of fund interests
• Winding down and liquidating funds
• Setting up alternative investment vehicles and parallel funds
• Employment and compensation of fund principals and employees
• Exits by fund principals
• Representing limited partners in structuring and negotiating co-investment deals
• Structuring for VCOC and ERISA considerations
• Preparing and reviewing PPMs and offering materials
• Advising as to market terms and trends
• Compliance with the Investment Advisers Act of 1940
• Compliance with the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010