Fund Formation
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Comprehensive Fund Formation Services
Wilson Sonsini assists clients in all aspects of investment fund formation, including the representation of sponsors forming new private investment vehicles and limited partners investing in funds.
Wilson Sonsini has helped venture capitalists, private equity firms, and hedge fund managers raise and operate hundreds of investment funds. In addition, we have represented other investment fund market participants—such as large corporations, foundations, family offices, and high net worth individuals—in a range of transactions, including limited partner commitments to investment funds. Wilson Sonsini's fund formation practice has broad and deep expertise in advising on the relevant securities law and financial services regulations and ongoing obligations related to venture capital funds, private equity funds, and hedge funds. Further, in keeping with the firm's focus on growth enterprises, technology, and entrepreneurs, Wilson Sonsini is a leading provider of legal services to platform and crowdfunding sponsors, and our fund formation team also has extensive experience with first-time fund sponsors.
Our expertise includes all aspects of investment fund structuring, including fund terms and conditions, investor negotiations, tax-advantaged structures, and cross-border fundraising, as well as day-to-day fund operations.
Comprehensive Fund Formation Practice
We have extensive experience in all aspects of investment fund formation, including the representation of sponsors in the formation of new private investment vehicles and the representation of limited partners investing in funds. As such, we are able to meet the legal needs of investment fund sponsors, limited partners, and additional market participants such as placement agents.
Wilson Sonsini has built upon the traditional investment fund formation practice with an added focus on venture capital funds, fintech sponsors (e.g., online crowdfunding platforms), life sciences fund sponsors, and growth-oriented managers. Our fund formation attorneys regularly draw upon their expertise in the following areas:
- Federal securities law matters
- Tax structuring
- Compliance
- Delaware limited partnership and LLC law
- Broker-dealer, investment adviser, and Investment Company Act regulatory matters
The fund formation practice has significant expertise in the regulatory aspects of investment funds. We help clients operate effectively and efficiently in compliance with the increasingly complex regulatory regimes that apply to private funds and investment management firms, including with respect to:
- Complex structuring under the Investment Company Act
- Investment Advisers Act considerations, including registration and ongoing compliance obligations
- Broker-dealer regulation and FINRA obligations
- Regulation D/Regulation S and other private placements under the Securities Act
- "Internal" investment vehicles in larger organizations, including employee securities companies (ESCs) for organizations not traditionally in the pooled investment vehicle business
- Non-investment companies making venture investments in structuring issues
Wilson Sonsini has helped venture capitalists, private equity firms, and hedge fund managers raise and operate hundreds of investment funds. In addition, we have represented other investment fund market participants—such as large corporations, foundations, family offices, and high net worth individuals—in a range of transactions, including limited partner commitments to investment funds. Wilson Sonsini's fund formation practice has broad and deep expertise in advising on the relevant securities law and financial services regulations and ongoing obligations related to venture capital funds, private equity funds, and hedge funds. Further, in keeping with the firm's focus on growth enterprises, technology, and entrepreneurs, Wilson Sonsini is a leading provider of legal services to platform and crowdfunding sponsors, and our fund formation team also has extensive experience with first-time fund sponsors.
Our expertise includes all aspects of investment fund structuring, including fund terms and conditions, investor negotiations, tax-advantaged structures, and cross-border fundraising, as well as day-to-day fund operations.
Comprehensive Fund Formation Practice
We have extensive experience in all aspects of investment fund formation, including the representation of sponsors in the formation of new private investment vehicles and the representation of limited partners investing in funds. As such, we are able to meet the legal needs of investment fund sponsors, limited partners, and additional market participants such as placement agents.
Wilson Sonsini has built upon the traditional investment fund formation practice with an added focus on venture capital funds, fintech sponsors (e.g., online crowdfunding platforms), life sciences fund sponsors, and growth-oriented managers. Our fund formation attorneys regularly draw upon their expertise in the following areas:
- Federal securities law matters
- Tax structuring
- Compliance
- Delaware limited partnership and LLC law
- Broker-dealer, investment adviser, and Investment Company Act regulatory matters
The fund formation practice has significant expertise in the regulatory aspects of investment funds. We help clients operate effectively and efficiently in compliance with the increasingly complex regulatory regimes that apply to private funds and investment management firms, including with respect to:
- Complex structuring under the Investment Company Act
- Investment Advisers Act considerations, including registration and ongoing compliance obligations
- Broker-dealer regulation and FINRA obligations
- Regulation D/Regulation S and other private placements under the Securities Act
- "Internal" investment vehicles in larger organizations, including employee securities companies (ESCs) for organizations not traditionally in the pooled investment vehicle business
- Non-investment companies making venture investments in structuring issues
In this latest issue of The Entrepreneurs Report, we've compiled a range of data on venture financing transactions in which the firm was involved during the first quarter of 2022, with the objective of identifying relevant trends in activity and valuation levels for the U.S. venture capital industry in general. In addition, this edition includes an article on the firm being named to Fast Company’s “World’s Most Innovative Companies in North America” list and data from Beauhurst—a searchable database of the UK's high-growth companies—on UK equity investment in Q1 2022.
Earthshot is a spinout of Elemental Excelerator, a global climate tech organization that pioneered the use of the accelerator model for climate technologies. Since 2012, Elemental has evaluated more than 5,000 companies, invested alongside 2,000 co-investors, and built an inclusive community to advance climate investing. Three of Elemental's team members will lead the fund: Dawn Lippert, Elemental founder and CEO; Mike Jackson, who has served as Elemental's investor-in-residence since 2017; and Ramsay Siegal, former head of Elemental's portfolio. In addition to representing Earthshot, Wilson Sonsini advised Elemental on a pro bono basis in connection with the transaction.
Earthshot, which invests in both hardware and software companies from Seed through Series B, is backed by Limited Partners including Emerson Collective, John Doerr (Chairman, Kleiner Perkins), Tom Steyer (Founder, NextGen America), McKinley Alaska, Microsoft, Employees' Retirement System of Hawaii, Stafford Capital Partners, Chris Cox (Chief Product Officer, Facebook), David Crane (Co-Founder & CEO, Climate Real Impact Solutions), and Impact Engine. These partners share a commitment to investing in bold climate solutions and working together to help companies succeed.
The Wilson Sonsini team advising Earthshot and Elemental in the transaction includes Bob O’Connor and Jim Jensen.
For more information, please see Earthshot’s press release.
In this latest issue of The Entrepreneurs Report, we've compiled a range of data on venture financing transactions in which the firm was involved during the first quarter of 2022, with the objective of identifying relevant trends in activity and valuation levels for the U.S. venture capital industry in general. In addition, this edition includes an article on the firm being named to Fast Company’s “World’s Most Innovative Companies in North America” list and data from Beauhurst—a searchable database of the UK's high-growth companies—on UK equity investment in Q1 2022.
Earthshot is a spinout of Elemental Excelerator, a global climate tech organization that pioneered the use of the accelerator model for climate technologies. Since 2012, Elemental has evaluated more than 5,000 companies, invested alongside 2,000 co-investors, and built an inclusive community to advance climate investing. Three of Elemental's team members will lead the fund: Dawn Lippert, Elemental founder and CEO; Mike Jackson, who has served as Elemental's investor-in-residence since 2017; and Ramsay Siegal, former head of Elemental's portfolio. In addition to representing Earthshot, Wilson Sonsini advised Elemental on a pro bono basis in connection with the transaction.
Earthshot, which invests in both hardware and software companies from Seed through Series B, is backed by Limited Partners including Emerson Collective, John Doerr (Chairman, Kleiner Perkins), Tom Steyer (Founder, NextGen America), McKinley Alaska, Microsoft, Employees' Retirement System of Hawaii, Stafford Capital Partners, Chris Cox (Chief Product Officer, Facebook), David Crane (Co-Founder & CEO, Climate Real Impact Solutions), and Impact Engine. These partners share a commitment to investing in bold climate solutions and working together to help companies succeed.
The Wilson Sonsini team advising Earthshot and Elemental in the transaction includes Bob O’Connor and Jim Jensen.
For more information, please see Earthshot’s press release.
Brad brings significant expertise in cross-border transactions across a range of sectors, with a particular focus on emerging companies, venture capital, and fund formation.
Brad brings significant expertise in cross-border transactions across a range of sectors, with a particular focus on emerging companies, venture capital, and fund formation.
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