The Preferred Return Podcast | Balancing Act: Strategies for GPs and LPs in Today's Market
Law School Toolbox Podcast Episode 495: Listen and Learn -- Partnership Liability
What happens when a majority owner makes a bad-faith capital call?
Bar Exam Toolbox Podcast Episode 278: Listen and Learn -- Partnership Liability
Law School Toolbox Podcast Episode 464: Listen and Learn -- Partnership Formation
Private Equity Roundtable Discussion with Hamilton Lane - Getting the Band Together: Club Deals & Co-Investment Fundraising Are on the Rise (Video C)
Private Equity Roundtable Discussion with Hamilton Lane - Getting the Band Together: Club Deals & Co-Investment Fundraising Are on the Rise (Video B)
PE Roundtable Discussion With Hamilton Lane - Getting the Band Together: Club Deals and Co-Investment Fundraising Are on the Rise (Video A)
THE ACCIDENTAL ENTREPRENEUR PART III
THE ACCIDENTAL ENTREPRENEUR
Fundraising Trends in Private Equity for GPs and LPs
Podcast: Fund Subscription Facilities: Key Considerations for Limited Partners
Lawyers on Tap: Tap Tips for Entity Formation and Taxation
GPs are increasingly exploring formalised co-investment structures in a bid to secure management fees and carried interest. Co-investment activity has increased fivefold over the past two decades, hitting a record $33.2...more
Before a subscription lender can enter into a subscription credit facility with a fund, the subscription lender will need to review the limited partnership agreement (“LPA”) of such fund to confirm the LPA allows for...more
FUNDamentals is a periodic digest of news and information specifically for private funds and their managers. In this issue, we highlight some fundraising trends, new marketing rule FAQs, fund liquidity trends (limited...more
On May 28, 2025, the U.S. Tax Court issued its decision in Soroban Capital Partners LP v. Commissioner (T.C. Memo 2025-52) (“Soroban”), holding that “limited partners” of a management company organized as a Delaware limited...more
An Agency Under Siege - The mission statement of the IRS reminds taxpayers that it is their responsibility to understand and meet their tax obligations, while it is the role of the IRS to “enforce the [tax] law with...more
On May 28, 2025, the United States Tax Court held that the limited partners of a limited partnership providing investment management services to various investment funds were not limited partners within the meaning of...more
On May 28, 2025, the US Tax Court ruled that investment manager limited partners in Soroban Capital Partners were active limited partners and, as such, were ineligible for the limited partner exception to self-employment...more
McGuireWoods welcomed more than 1,200 emerging managers and limited partners (LPs) to The Ritz‑Carlton Dallas for the annual Emerging Manager Conference — the cornerstone of the firm’s Emerging Manager Program and preeminent...more
Denham Capital Management LP (“Denham”), a private equity firm, has appealed the recent U.S. Tax Court decision that declined to revisit its interpretation of the “limited partner exception” under the Self-Employment...more
Our latest episode of “The Preferred Return” examines the often intricate dynamic between general partners (GPs) and limited partners (LPs), particularly in today’s challenging fundraising environment. Hosts Greg Norman and...more
Part of a series on structuring the team and legal infrastructure of a new private equity/VC fund (remaining issues to be released in the coming weeks): Writing the Constitution for Your New Private Equity or VC Fund:...more
Carey Olsen have contributed to the Global Legal Insights – Fund Finance guide by authoring a chapter on assessing lender risk in fund finance markets. As the fund finance market continues to evolve, lenders will need to...more
Tax Court Delivers Coal to Another Limited Partnership Management Company - On December 23, 2024, the United States Tax Court published an opinion1 (the “Opinion”), holding that limited partners that actively participated...more
Jersey has a long-established reputation as a fund domicile for alternative investment funds. The most popular fund structures in Jersey include companies (whether single class, multi-class, umbrella, incorporated and...more
Upon the occurrence of a key person event, a suspension period is typically triggered, during which the fund is not able to make new investments. In a previous article, we analyzed the average length of the suspension period...more
Many private fund managers are breathing a sigh of relief after the Fifth Circuit struck down the Private Fund Rules (check out our blog post for more information). Do not, however, assume the SEC will stop its aggressive...more
Master-series funds are definitely not on our desks on a daily basis; however, they do arise from time to time, and certainly as transactions are becoming more and more bespoke. Care should be taken by lenders when lending to...more
This article provides an overview of common structures for investment funds in the Cayman Islands. Investment funds in the Cayman Islands must be registered either under the Private Funds Act or the Mutual Funds Act,...more
この記事では、ケイマン諸島における一般的な投資ファンド組成に関する概要をご紹介します。 ケイマン諸島における投資ファンドは、ファンド戦略がクローズドエンド型かオープンエンド型かに応じて、プライベートファンド法またはミューチュアルファンド法のいずれかに基づいて登録されなければならないことになっています。...more
Over the last 10 years, continuation funds have evolved to be a well-established potential exit route for private fund sponsors. According to advisory estimates, some $40 billion deals were completed in 2023, with more than...more
UK regulators have recently announced a number of reforms for banks and other financial institutions. - On 23 November 2023, the Prudential Regulation Authority (PRA) and the Financial Conduct Authority (FCA) (together,...more
On November 28, 2023, the Tax Court held that limited partners in state law limited partnerships cannot automatically rely on Section 1402(a)(13) of the Self-Employment Contributions Act (“SECA”) to exclude their distributive...more
Memorandum to our Investment Management Clients and Friends - The United States Tax Court recently issued a ruling (the “Ruling”) pertaining to the possible exclusion of a limited partner’s distributive share of income...more
Global flows of private capital into sustainable investment strategies continued to gain momentum in 2021. Over 3,826 investor signatories committed to the UN Principles for Responsible Investment in 2021, equating to a 65%...more
In a recent precedential decision, the 2nd Circuit held that funds could delegate beneficial ownership to their investment managers, thereby eliminating the funds’ disgorgement liability under Section 16(b) of the Securities...more