Hedge Fund Formation and Advice

Schwartz serves as counsel to various participants in the hedge fund industry, including offshore mutual funds, hedge funds, funds-of-funds, fund administrators, fund sponsors, private investors, independent asset management firms and financial institutions. We organize private investment funds, unit trusts, Luxembourg SICAVs, SCSp, SCA, Irish ICAVs, limited partnerships, and similar investment products for offer offshore, in the United States, in Europe, or in non-US markets around the world. We provide tax, corporate and securities advice to their sponsors. Private investment funds are at the core of our securities practice.

• We are experienced in setting up stand-alone funds, master-feeder fund structures, ‘mini-master’ structures, forming white-label and other special feeder funds, master funds, intermediate master funds, parallel funds, multi-manager and fund-of-funds in all of the major fund domiciles (Delaware, Cayman Islands, British Virgin Islands, Mauritius, Singapore, Bermuda, Bahamas, Luxembourg, Ireland, Malta, Cyprus, and others) across asset classes (hedge funds, private equity, venture capital, project finance, CTA, crypto, natural resources, among others), from a simple single portfolio fund to a multi-class umbrella segregated portfolio companies or series sub-funds.
• In addition to setting up new structures, we can prepare “U.S. wrappers” or supplements for an existing fund and advise the sponsor on what is needed to offer an existing fund in the U.S. when feasible. We also assist with similar documentation for offerings in other countries through our global network of local legal counsels.

Our practice includes advising on investments in cryptocurrencies and digital finance (DeFi) ventures.

Schwartz has close working relationships with counsel, fund administrators and auditors in leading financial centers and fund domiciles. We also have long-established relationships with prime brokers and custodians.

Past assignments for hedge fund managers, sponsors, and investors have included:

• Advising numerous U.S. and foreign emerging managers on the launch of domestic, offshore, and master-feeder hedge funds.
• Forming an commodities and currency futures fund in the Bahamas for a South American trading firm.
• Advising a BVI fund of funds in its delisting from the Irish Stock Exchange and updating its Information Memorandum.
• Advising the sponsor of a BVI private fund on securities law aspects of a private offering shares to investors.
• Advising a BVI fund on the creation of a new class of shares using the BVI’s new segregated portfolio company law.
• Advising an offshore fund-of-funds on securities law restrictions on investments in other investment companies and publicly traded companies under Rule 12(d)(1) of the U.S. Investment Company Act and Rule 13(d) of the U.S. Securities and Exchange Act.
• Advising a proprietary trading firm on structuring its operations as a hedge fund.

We work with local counsel to register investment funds and fund managers under local laws or qualify them under exemptions from such laws. We advise fund advisers and investment managers on the full range of securities laws applicable to their business (see “Broker Dealers, Investment Banks and Derivatives Dealers” below). We also advise fund sponsors on structuring funds and financial products to comply with socially responsible investing charters.