Investment Funds

Vinson & Elkins represents a broad range of sponsors and investors in the formation and operation of private investment funds, provides investment advisers with comprehensive regulatory counsel and ongoing compliance support, and advises managers on a wide array of transactional matters spanning a firm’s upper-tier management companies to a fund’s underlying portfolio companies. The Investment Funds team is fully integrated with the firm’s other market-leading practices, working closely with lawyers across our offices worldwide to develop customized terms and innovative structures that meet the evolving business objectives of our clients and address the diverse requirements of their investors.

Fund Formation

Vinson & Elkins represents sponsors, asset managers, and financial institutions throughout the investment life cycle of forming, offering, and operating private investment funds and affiliated vehicles. Our Investment Funds practice counsels a variety of clients from emerging and first-time fund managers to global institutional asset management firms and advises their private investment funds across the spectrum of investment strategies, leveraging the firm’s deep industry knowledge in the energy, infrastructure, private equity, real estate, credit, and venture capital sectors. We have significant experience assisting fund managers with individualized tax and regulatory structuring, as well as bespoke economic and governance arrangements, including through the organization of parallel and feeder funds, alternative investment vehicles, separately managed accounts, and co-investment programs.

Fund Regulatory

Vinson & Elkins provides investment advisers with tailored regulatory guidance on their registration with the SEC and supports their ongoing compliance with applicable securities laws and regulations, including SEC examinations and investigations. Our Investment Funds team helps fund managers navigate regulatory developments and enforcement issues, offering commercial solutions for implementing compliance policies and procedures, preparing regulatory filings and investor reports, drafting and distributing marketing materials, and negotiating banking, brokerage, exchange, placement agent, administration, and other counterparty relationships. We regularly advise our clients with respect to substantive matters under the Investment Advisers Act, Investment Company Act, Securities Act, and related federal and state laws, drawing on the firm’s extensive insights into industry best practices and the practical application of relevant rules and regulations.

Fund Transactions

Vinson & Elkins advises asset managers and their principals in connection with complex business transactions encompassing all levels of a firm’s management company and general partner entities, private investment funds and affiliated vehicles, and portfolio companies and investments. We provide fund sponsors with strategic guidance on a variety of liquidity solutions for private fund and portfolio company interests, representing parties in GP-led secondaries and continuation vehicles, as well as facilitating cross-fund transactions and LP-interest transfers. In collaboration with the firm’s M&A, tax, finance, and other transactional practices, our Investment Funds team counsels investment advisers on fund manager change-of-control transactions, GP-seed deals and minority-stake sales, joint ventures, organizational restructurings, succession planning, and various other governance and compensation arrangements.