Insights

November 1, 202512 min read

Reviewing Investment Documents: A Guide for Fund Managers

When your fund invests in another fund or acquires private market securities, the documents you sign determine your rights, restrictions, and risk exposure for years. A comprehensive guide to reviewing LPAs, purchase agreements, and governance documents.

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October 16, 20259 min read

State Investment Adviser Regulations and Registration

Federal ERA status doesn't exempt you from state regulation. Even if you qualify as an Exempt Reporting Adviser with the SEC, you still need to navigate state investment adviser laws in every state where you have a place of business or sufficient clients.

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October 2, 202510 min read

Private Fund Exemptions: Understanding Regulation D, 3(c)(1), 3(c)(7), and Investor Qualifications

Private funds operate in a web of exemptions. You're exempt from registering your securities offering. You're exempt from registering as an investment company. But each exemption comes with its own requirements.

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September 18, 20257 min read

Side Letters: Negotiating Custom Terms with Fund Investors

Not all investors want the same deal. Whether you're raising a traditional fund or syndicating deal-by-deal, you'll likely encounter LPs requesting specific rights or terms that differ from your standard documents.

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September 3, 20257 min read

Form D and Blue Sky Filings: Securities Filing Requirements for Private Funds

When you raise capital for a private fund or SPV, you're selling securities. Even though private placements are exempt from SEC registration, you still need to make notice filings at both the federal and state level.

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August 22, 20258 min read

Forming a Private Fund: Entity Structure and Core Documents

Launching a fund involves more than raising capital. Before your first close, you need the right legal structure and investor-facing documents. A comprehensive guide to fund formation.

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August 8, 20256 min read

Form ADV and Exempt Reporting Adviser Registration: What Private Fund Managers Need to Know

Understanding your regulatory obligations under the Investment Advisers Act of 1940 is essential—but it doesn't have to be overwhelming. A guide for emerging managers.

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