Fund Formation & Investment Management

McGuireWoods focuses on emerging managers, bringing to bear vast limited partner relationships, intimate knowledge of the emerging manager ecosystem, and a dedication to helping new fund managers establish and advance their businesses. McGuireWoods’ Emerging Manager Program supports EMs throughout the most critical stages of a fund’s evolution with a unique and proprietary approach to connect them with LPs, provide intelligence on market terms and preferences, and advise them on building a durable brand as an investor. The novel program’s centerpiece is the international Emerging Manager Conference.

In addition to representing fund sponsors, McGuireWoods has a robust institutional investor practice, advising funds of funds, outsourced CIOs, financial institutions, family offices, pension funds and other investors on alternative investments and investment programs, from primary fund investments to LP- and general partner-led secondary transactions, to funds of one, managed accounts, independent sponsor programs and other custom investment products. Our experience with sponsors and investors allows us to provide clients with a well-rounded perspective on the private funds and alternative investment industry.

Leveraging a multidisciplinary approach, McGuireWoods draws on lawyers in tax, securities, ERISA, banking and regulatory matters to deliver holistic solutions for clients. Whether structuring a complex fund, negotiating bespoke investor agreements or ensuring compliance with evolving regulations, our team provides sophisticated, business-oriented legal counsel designed to help clients navigate the complexities of private fund investing with confidence.

How We Help

Fund Formation & Structuring: Advise sponsors on the formation, structuring and governance of private investment funds, including buyout, venture capital, real estate, credit and hedge funds, as well as funds of funds and continuation vehicles.

Investor Negotiations & Fundraising: Assist with anchor and other investor negotiations and fund closings, ensuring alignment with market trends and investor expectations.

Regulatory & Compliance Guidance: Advise on investment adviser registration, compliance with SEC, CFTC, AML and KYC regulations, and evolving global regulatory frameworks.

Institutional Investors: Represent institutional and other investors in reviewing and negotiating fund terms, side letters and customized investment structures.

Bespoke Investment Structures: Structure funds of one, separately managed accounts, co-investment vehicles and other investment programs tailored to investor needs.

Internal Economics & Governance: Advise fund sponsors on general partner and management company structures, internal compensation and governance matters.

Tax & Structuring Advice: Provide tax planning and structuring support for funds, investors and transactions to optimize financial outcomes and compliance.

Post-Investment Support: Assist with ongoing fund governance, MFN elections, amendments, continuation vehicles, and compliance with FATCA and other regulatory requirements.

Cross-Disciplinary Legal Support: Leverage experience in tax, securities, ERISA, banking and regulatory matters to provide holistic legal solutions for fund sponsors and investors.

Representative Experience

• Falfurrias Capital in connection with the formation of Fund VI, which had its final closing on its $1.35 billion buyout;
• Compass Group Equity Partners in connection with the formation of Fund III, which successfully raised a $400 million buyout fund;
• Shorecliff Asset Management in connection with the formation of Shorecliff Pacific Fund, an evergreen credit fund that had $1.1 billion under management as of Dec. 31, 2024;
• HighVista Strategies in connection with primary fund investments, co-investments and secondary transactions, including 17 transactions in 2024 alone;
• StoneTree Investment Partners in the formation of its inaugural Fund I, a lower middle market buyout fund with $155 million in commitments;
• Outsourced CIO and fund of funds manager in a plan to programmatically back an independent sponsor in a series of investments and anchor the sponsor’s first two funds;
• Electric Feel Ventures in formation of its inaugural venture capital fund and a subsequent sidecar offering;
• Arcadea Group in formation of evergreen / permanent capital vehicle focused on software companies with over $260 million of capital commitments; and
• Large multifund sponsor in formation of domestic and offshore funds focused on middle market subordinated debt and equity investments, including structuring of both individually managed accounts and an offshore fund-of one that invests in parallel with the primary fund.