Private Fund Formation

At Jacko Law Group, our experienced Private Fund attorneys have a deep understanding of the risks and benefits associated with Private Funds, including all aspects of private fund formation. General partners and managers of private funds require competent legal counsel knowledgeable in the full life cycle of a Private Fund and strategies to maximize its potential. Our team excels in guiding private fund managers from selecting the right entity to structure and form the fund, dependent upon the underlying investment opportunity, to help achieve optimal results for our clients. As securities lawyers, JLG is dedicated to representing our clients’ business interests while ensuring compliance with all regulatory obligations, including Reg D and blue sky filings, and registration needs.

Entity Selection

Selecting the best entity type is critical for governance later. Jacko Law Group’s Private Fund attorneys collaborate with clients to ensure the selected entity aligns with the general partner’s goals and meets the needs of  its investors Whether an LP, LLC, or SPV, each entity structure offers distinct pros and cons, influenced by the fund’s objectives, target investor types, regulatory requirements, and taximplications.

Jacko Law Group combines business acumen with legal expertise to counsel clients on the most advantageous entity structures based on their unique needs and risk tolerance, particularly in hedge fund, real estate  and complex private equity fund formation matters. Each entity type has characteristics that should be explored to ensure they align with the client’s strategy and goals. These include:

  • General Partnership Structure
  • Private Fund Investment Structure
  • Master-Feeder Structures that can accommodate both onshore and offshore funds
  • Real Estate Investment Funds
  • Private Debt Funds
  • Venture Capital Funds

Structuring and Formation

After selecting the appropriate Private Fund entity(-ies), the next essential step is  structuring it to provide optimal protection for the fund and its investors. A private fund can fail under excessive operational costs and regulatory scrutiny if not structured correctly.  It must be designed to ensure that the investment strategy and various fund features appeal to even the most discerning investors.

During the structuring and formation stage, Jacko Law Group’s Private Fund lawyersconsider key elements of the fund, including:

  • Targeted investors
  • Investment Minimums
  • Investment Management and Performance-Related Fees
  • Unique Circumstances: Side Pockets, Redemptions In-Kind, and Special Allocations
  • Acceptance of ERISA Investors
  • Marketing and promotion 
  • Conflicts of interest
  • Unrelated Business Income Tax (UBIT)
  • Prime Brokerage, Custody, Administration, and Audit
  • Securities Lending Arrangements
  • Trading, Market Data, Valuation, and Trade Analytics

The Private Fund attorneys at Jacko Law Group have a comprehensive understanding of the nuances that can impact a Private Fund’s appeal to investors and the necessary safeguards to protect the fund, its investors, and the fund manager. Our attorneys provide guidance on these critical elements and more when structuring and forming a Private Fund, including all aspects of a private fund formation, including:

  • Authoring of all fund documents, including the limited partnership or operating agreements, subscription documents, offering documents and investor questionnaires
  • Managing registrations with the SEC, state authorities, or as an Exempt Reporting Adviser (ERA), as appiicable
  • Registering with the NFA as a Commodity Trading Adviser/Commodity Pool Operator 
  • Providing counsel on  on seed capital strategies, bad actor considerations, valuations, response to redemption requestes, and the withdrawal or termination of a principal due to death or otherwise
  • Addressing key regulatory considerations for the firm’s infrastructure and compliance program

If you are in the process of forming your Private Fund, schedule a consultation with our knowledgeable attorneys and experienced private fund formation lawyers to discuss your specific needs and how we can assist you in achieving your goals.

Private Fund Types

Our attorneys offer experienced legal counsel tailored to the needs of a wide range of private fund types. Our team supports private fund advisers with fund formation, structuring, compliance, and ongoing private fund services for blue sky and Reg D filings.

Private Fund Types We Work With

Private Equity Funds

Private equity funds involve pooling capital to invest in private companies within specific sectors, often requiring tailored private equity fund formation strategies. Our private fund attorneys and private equity fund formation lawyers assist in structuring investments, raising capital, advising on portfolio management and governance, and handling M&A transactions. We also provide in-depth counsel on fund operations and compliance.

Venture Capital Funds

The attorneys at Jacko Law Group work with venture capital funds to secure capital for start-ups and high-growth companies. We assist in facilitating negotiations on key fund terms, including ownership and liquidation, draft shareholder agreements and navigate complex regulatory compliance, often as part of broader private fund formation initiatives.

Our team has extensive experience guiding venture capital funds through the entire investment lifecycle, from initial funding rounds to successful exits. Jacko Law Group serves as trusted advisors to venture capital funds, dedicated to maximizing goals and mitigating risk.

Private Debt Funds

Jacko Law Group attorneys support fund managers in structuring Private Debt Funds, which lend capital to private companies or debt funds..

Real Estate Funds

Real Estate Funds allow investors to pool money for investments in residential, commercial, or industrial properties. Our private fund attorneys provide guidance on structuring real estate funds, which often uses SPVs dependent upon the issuer’s goals and investor needs.

Angel Investing

Angel investors provide capital to startups in exchange for equity or convertible debt. Our attorneys offer corporate legal counsel and securities regulatory counsel for structuring angel investments, performing due diligence, navigating regulatory requirements, and protecting investor interests. We help structure the most advantageous investment vehicles and ensure optimal tax structures for angel investors within broader private fund formation strategies.

Why Choose Jacko Law Group?

Private funds are a dynamic but risky investment sector. Private Fund Investment Advisers are aware of the volatility and complexities involved and rely on Jacko Law Group as their trusted partner for private fund formations and ongoing private fund counsel. We understand the nuances of various fund types and offer tailored legal strategies that support investment goals while minimizing risk, supported by experienced private fund formation lawyers. Whether you are launching a new fund or managing an existing one, we are here to guide you through every step.

Related Insights

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Alan Markfeld profile picture
Alan Markfeld
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Dharmi is an excellent securities lawyer who understands the law as it pertains to these cases. She is extremely proactive and represents her clients well. I highly recommend Jacko and Dharmi.
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Danielle Martin profile picture
Danielle Martin
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I’ve had the privilege of working closely with this firm in my role as Chief Compliance Officer and I can confidently say they are an exceptional compliance partner. Their depth of experience is immediately evidentand they bring a level of practical knowledge. What I truly enjoy is their ability to translate complex regulatory requirements into plain English, often using real, everyday examples that make implementation far more manageable. They are also incredibly responsive and reliable. In a field where timing matters, their prompt communication and thoughtful guidance have been invaluable. If you’re looking for a compliance attorney who combines expertise, clarity, and professionalism, I highly recommend them.
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Curt Rocca profile picture
Curt Rocca
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Michelle and the team at Jacko Law Group have helped guide through a variety of critical circumstances as we ventured through the uncharted and unfamiliar territory of becoming and successfully operating as an RIA. I have particularly appreciated Michelle's personal involvement and genuine caring about us and our organization. She has been responsive and her counsel has been consistently on-point and helpful. She artfully guided us through our initial filing process and first SEC exam process - which went very well. Very grateful to Michelle and her team.
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Nicholas Di Paolo
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Michelle and her team were excellent to work with, front to back. They helped me to understand the challenges ahead and were always proactive in their consultation through every step of my transition. JLG truly know the wealth management industry very well and did a great job of understanding the challenges unique to my business. Without them, I can confidently say I would not have felt as comfortable through the transition as I did. Fortunately, that's not something that stops there - Michelle and her team have kept in touch to ensure that I'm on top of certain administrative issues, trends, and simply showing me that they care about my business and success. I look forward to continuing to work with them for many years to come.
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Margery Neis profile picture
Margery Neis
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Dharmi Mehta was extremely helpful when my business partner and I transitioned to a new RIA firm. She and her staff were all very professional. Her guidance during our transition was invaluable. I highly recommend Dharmi and Jacko Law Group.
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Joseph Burwell profile picture
Joseph Burwell
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Dharmi and Amandeep were a delight to work with. They assisted me with a claim and stuck with me the entire way through. Dharmi's advice was invaluable, and I was most impressed by her clear and professional communication. From beginning-to-end, both Dharmi and Amandeep kept me well informed. Their entire team are proud of their work and rightfully so. Thank you!
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Faruk Jaffer
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My mentor once told me that a good attorney is worth their weight in gold — and that couldn't be more true of Michelle and Amanda. Their expertise, professionalism, and responsiveness were top notch every step of the way. It's rare to find legal partners who are not only sharp and thorough, but also genuinely invested in your success. I’m grateful for their guidance and highly recommend them to anyone seeking trusted legal counsel.
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everistus etafo
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It is my great Privilege to share my Review of what Atty Dharmi Mehta of Jacko Law Group did for me and by extension for my family. From the first time complimentary conversation we had having spoken to several other Lawyers ,l knew she was the right person for the Job .Because of her background as a former RR ,she was professional,kind, Empathetic,listened and was focused on fighting for me. From a potential of been terminated with cause ,l was able to walk away with a clean U5 with a validation that l did nothing wrong except what was in the best Interest of my clients. I hope nobody ever has to go through what l have Experienced, but if you do ,you want Dharmi Mehta beside you .Rest assured your service Deserve 10 stars but this forum only allows 5. Me and my family are forever grateful and will make sure that any RR who needs an advocate will know about you . Everistus Etafo
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Karen Althaus
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I have worked with Jacko Law Group for 2 different business situations that necessitated an attorney. In both cases, the team was very thorough & competent. Their attention to our situation and the extra effort they put into our case(s) was very much appreciated. I would highly recommend Jacko Law Group!