Private Funds

Corporate    Private Funds
 

Corporate

Related Practices


Covington is an experienced and trusted advisor to private equity firms, hedge funds and other private investment fund clients, including fund sponsors, secondary funds, institutional investors and other market participants.  Our Private Funds group consists of over 45 private investment fund specialists and other lawyers located in our New York, DC, London and Beijing offices.  We cover the full spectrum of practice disciplines and legal issues that define the private investment fund legal landscape, including: formation of private equity funds, hedge funds and hybrid funds; secondary market transactions; tax (fund and cross-border); ERISA and executive compensation; Investment Advisers Act registration and compliance; Investment Company Act, Securities Act and other US securities law matters; placement arrangements and other broker-dealer matters; “pay to play” rules and compliance; Volcker Rule compliance and other aspects of the Dodd-Frank Act; JOBS Act advice; UK and other select non-US securities law and regulatory matters; and legislative and regulatory strategies for private fund clients and coalitions.

We are recognized as a market leader in the private investments funds marketplace, including by Chambers USA - America's Leading Business Lawyers, Chambers Global, Legal 500 UK, and The Practical Law Company (PLC).

Core Areas of Practice

Fund Formation.  The representation of private investment fund sponsors in their capital-raising activities is a key component of our Private Funds Group.  We have experience with the full range of private investment fund products, including buyout/growth equity funds; secondary/structured secondary funds; co-investment funds; real estate/infrastructure funds; credit opportunity/distressed funds; mezzanine funds; venture capital funds; feeder funds; fund of funds; hedge funds; managed accounts; and hybrid funds.  Our fund formation clients include established fund managers raising successor funds to their existing family of funds or new fund products as well as a select number of first-time or less established fund sponsors.  Lawyers in our Private Funds Group have been involved in over $20 billion in fundraisings on behalf of sponsor clients over the last ten years.

Secondary Market Transactions.  We have extensive experience in the area of secondary market transactions, including the representation of buyers, sellers and other secondary market participants with regard to the purchase and sale of private fund interests and direct private equity assets.  Attorneys in the group have extensive M&A as well as fund formation experience, which is critical in terms of analyzing, documenting and negotiating secondary market transactions.  With secondary market experts in our New York, Washington, DC and London offices, the group is ideally positioned to assist clients with respect to cross-border secondary portfolio purchases and sales.

Investor (LP) Representations.  Our Private Funds Group represents a wide range of investors (including fund of funds, pension funds and family offices) in connection with their evaluation of, and investment in, private investment funds and related products.  We have also represented a number of investors with respect to fund restructurings.

Private Fund Regulatory and Compliance Matters.  We regularly advise clients on a broad range of securities law and regulatory matters relating to the formation, management and operation of private investment funds, including under the Investment Advisers Act, the Investment Company Act, the Securities Act, the Securities and Exchange Act and the Financial Services Authority.  Among other things, we regularly advise clients in the following regulatory areas: registration under the Investment Advisers Act and the development of related internal compliance policies and codes of ethics; “pay-to-play” compliance issues and programs; broker-dealer issues associated with fund placement activities; new regulatory legislation and rule-making including under the Dodd-Frank Act, the JOBS Act and the AIFM Directive.

General Partner and Management Company Structuring.  Our Private Funds Group has considerable experience in structuring economic, governance and other employment and compensation arrangements for private investment fund sponsors, teams and individuals in a variety of contexts, including with respect to stand alone investment fund businesses, joint venture situations and employees of institutions.

Industry-Specific Expertise

We have experience representing private investment fund clients in virtually every sector and industry in which private equity invests, including banking/financial services, energy/cleantech, healthcare, education, consumer goods/services, technology and media and telecom.  In addition, lawyers from our firm-wide industry and regulatory practices are able to provide industry and regulatory expertise and advice to private investment fund clients investing in specific industries or regulated areas.

Global Practice

Our Private Funds Group represents clients on a global basis, including private investment fund sponsors located or investing in North America/US, Latin America, Europe, China, India, the Middle East and the Emerging Markets.

Accolades

  • Chambers USA - America's Leading Business Lawyers (2012)
    • Investment Funds/Private Equity/Fund Formation (Nationwide) - Loretta Shaw-Lorello
  • Chambers UK (2013)
    • Investment Funds - Private Equity - Simon Goodworth
  • Legal 500 UK (2012)
    • Finance/Investment Funds - Simon Goodworth
    • Financial Services - Simon Currie
  • The Practical Law Company (PLC) (2012)
    • Private Equity/Fund Formation (England) - Simon Goodworth

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Biographies
News
Publications

The SEC’s Focus on Private Equity Firms: How to be Prepared Teleconference (6/3/2013)

The EU Alternative Investment Fund Managers Directive: Impact on non-EU Fund Managers (5/15/2013)

AIFMD - Getting Ahead of Private Equity Managers (2/4/2013)

The AIFM Directive: Implementation & Beyond Webinar (3/8/2011)

Contacts

sgoodworth@cov.com
44.(0)20.7067.2013

lshawlorello@cov.com
212.841.1073

ctaylor@cov.com
212.841.1032

lkoff@cov.com
212.841.1053