We have deep real estate funds experience, including in relation to the formation and ongoing representation of real estate funds. These include open and closed-ended funds, limited partnerships and co-ownership  arrangements.

Covering Europe, the Americas, Asia and the Middle East, the team is renowned for its multi-jurisdictional real estate funds experience and capacity to provide seamless advice on a global scale.

We have been leaders in pan-European real estate fundraising for over 20 years and have helped pave the way in the sector, advising on the first real estate fund structured as a Luxembourg FCP. Since then, we have topped the legal rankings, consistently ranking as Tier 1 in real estate funds.

Experience Highlights

• Aermont Capital: advising on the establishment of their fifth-generation opportunistic €3.78bn real estate fund, and previously on their fourth generation €2bn European-focused opportunistic real estate fund, third generation €1.5bn, second generation €1.3bn and first generation €1.2bn European-focused real estate funds. (Press release) 
• Barings: advising on the establishment of their flagship pan-European core real estate fund, their value-add real estate funds and an open-ended real estate debt fund. 
• BlackRock: advising as fund counsel to its flagship core real estate open-ended fund and on value-add Asia Property Fund IV and Europe Property Fund IV. 
• CBRE Investment Management: advising as fund counsel on the fundraising, structuring, real estate transactions and on-going management of its latest European value add fund and its latest Asian value add fund.
• DRA Advisors: advising on the establishment of multiple value-add real estate funds.
• Hines: advising on the establishment of several funds, including Hines Asia Property Partner, Hines European Value-Added Fund, Hines International Real Estate Fund, Hines Russia & Poland Fund and Hines Poland Sustainable Income Fund. 
• Clarion Partners Europe: advising on the establishment of Clarion Europe Logistics V, an open-ended core-plus real estate fund with a logistics focus.
• LaSalle Investment Management: advising on the establishment of LaSalle Global Navigator Fund, an open-ended real estate fund of funds, and LAVA II, a tailor-made Luxembourg alternative investment fund, as well as LaSalle Encore+, open-ended core-plus real estate fund.
• KKR: advising on the establishment of:
  • several closed-ended real estate funds, including US$4.3bn KKR Real Estate Partners Americas III, KKR Real Estate Partners Europe II, KKR Asia Real Estate Partners and KKR Asia Real Estate Partners II. 
  • several open-ended core/core+ real estate funds, including KKR Property Partners Americas, KKR Property Partners Europe, KKR Asia Property Partners.
• TUI Asset Management: advising on the structuring and launch of its hotel fund, which invests in holiday hotels located worldwide.

We are a trusted partner for many established sponsors focused on private credit in Europe and globally, as well as those that are seeking to launch in this rapidly evolving asset class.

We are top of the market in our structuring advice, supporting our clients to raise products that allow them to access institutional and private wealth capital from around the world. Our fund formation expertise spans open and closed-ended products, complex SMAs, co-investment programmes and GP-led secondaries. 

We work hand-in-hand with our colleagues across practice areas and often advise at all points of the private credit spectrum, including senior-secured lending, mezzanine, distressed and special situations strategies.

Find out more about our Global Private Credit Platform.

Experience Highlights

• Ardian: advising on the establishment of:
  • Ardian Private Credit V, €5bn
  • Ardian Private Debt IV, €3bn
  • Ardian Private Debt III, €2bn
• Barings: advising on the establishment of:
  • Its fourth-generation closed-ended global private credit fund platform 
  • A series of large private credit-focused separately managed accounts for various institutional investors
  • Its fourth-generation special situations fund
  • Barings European Real Estate Debt Income Fund, its open-ended real estate debt fund
• Carlyle: advising on the structuring, establishment and the fundraising of:
  • Its second Credit Infrastructure Fund focusing on directly originated financings for projects primarily in energy transition opportunities
  • Its Direct Lending Fund structured as an open-ended evergreen fund
  • Its third Credit Opportunities Fund, with US$7.1bn in investable capital
• CVC Credit: advising on the establishment of its first Luxembourg licensed credit fund and on the structuring of its first RAIF in the form of a Luxembourg limited partnership pursuing a European credit investment strategy.
• KKR Credit Advisors: advising on the establishment of a number of credit funds across direct lending and special situations strategies. 
• Macquarie Asset Management: advising on the launch of its fund finance strategy.
• Morgan Stanley Investment Management: advising on the establishment of North Haven Secured Private Credit Fund, a semi open-ended credit fund. 
• Partners Group: advising on the establishment of:
  • Partners Group European Direct Lending mandate, with the investment objective of achieving attractive risk-adjusted returns on a diversified European senior direct lending portfolio. 
  • a wide range of large and innovative fund solutions, including Partners Group European Direct Lending Strategy 2021, which is the first direct lending fund established by Partners Group.
• A global investment manager with an AUM of over US$1trn: advising on the establishment of its inaugural Australian real estate private credit fund, anchored by a North American pension fund and an Asian sovereign wealth fund.
• One of Asia’s leading venture debt platforms: advising establishment of three venture debt funds, anchored by a Middle Eastern sovereign wealth fund.

Law Firm of the Year – Overall Private Equity Wire European Credit Awards 2024

Spotlight Table Credit Funds Chambers UK 2024

Law Firm of the Year – Fund Structuring Alternative Credit Awards 2024

Our global infrastructure offering sees us advise investors at all stages of the investment cycle – from fund formation, to investment, refinancing and sale.

We are one of a very small number of firms practicing at the top end of this private funds market and have deep expertise in the asset class across infrastructure debt and equity. Our infrastructure funds experience includes open and closed-ended funds, limited partnerships and co-ownership arrangements.

Covering Europe, the Americas, Asia and the Middle East, the team is renowned for its multi-jurisdictional experience, resources and capacity to provide seamless advice on a global scale.

Experience Highlights

• Ardian: advising on the establishment and fundraising of a number of fund products across infrastructure, private equity and credit strategies.
• Barings: advising on the establishment of its inaugural closed-ended US$630m high yield infrastructure debt fund. 
• Carlyle Group: advising on the establishment of Carlyle Infrastructure Credit Fund II.
• Commerz Real Fund Management Sarl: advising on its €10bn structuring and establishment of "Klimavest", their first open-ended impact fund for retail investors. 
• One of the world’s largest private equity firms based in the Nordics: advising of the launch of their infrastructure open-ended fund of funds targeting retail and professional investors across a number of jurisdictions, including establishment, distribution, regulatory and compliance aspects as well as portfolio analysis. 
• Equitix: advising on the establishment of various co-investment vehicles and related carried interest arrangements.
• DWS: advising on the establishment of its flagship European ESG infrastructure debt fund.
• KKR: advising on the establishment of:
  • KKR Global Infrastructure Investors III (US$7.4bn) and IV (US$17bn)
  • KKR Asia-Pacific Infrastructure Investors (US$3.9bn) and II (US$6.4bn)
  • KKR Global Infrastructure Investors II (US$3.1bn)
  • KKR Core Investments Partnership
  • KKR Core Investments Fund II
  • KKR Diversified Core Infrastructure
• Macquarie Asset Management: advising across all its infrastructure debt platform (investment grade to high yielding) and a number of its global infrastructure equity and energy transition funds.
• Morgan Stanley Investment Management: advising on the creation of a European feeder structure for their global infrastructure fund.
• QIC and Qualitas Energy: advising on the establishment of their flagship infrastructure debt funds.
• Infranity: advising on the structuring, setting-up and fund raising of its c.€1.6bn enhanced return debt fund, focusing on senior debt opportunities in the infrastructure sub-investment grade debt segment.
• Hy24: advising on the launch and setting-up of its Clean H2 investment fund SLP, the world's largest investment platform for clean hydrogen infrastructure. 

Private equity funds form a substantial part of our global investment funds practice. Our highly integrated global private funds practice consistently executes high-quality, complex and innovative work in the world’s major private funds markets.

Our private equity expertise includes advising private equity firms and investors at all stages of the investment cycle – from fund formation, to investment and exit. The strength and breadth of our global footprint and full range of departments ensures a seamless, full-service offering.

We advise a broad range of financial institutions and independent private equity managers. Our advice encompasses the full array of legal structuring and implementation issues relating to the formation of private equity funds, as well as their ongoing operations and investments. We draw on our comprehensive experience in these markets to ensure a smooth and successful fundraise.

Experience Highlights 

• Ardian: advising on the establishment and fundraising of:
  • its €7.5bn Ardian Buyout Fund VII
  • a number of fund products across private equity, infrastructure and credit strategies.
• Partners Group: advising on:
  • the setting-up of their flagship private equity fund, Partners Group Direct Equity V Fund.
  • the structuring and establishment of Partners Group LIFE II Fund, a globally diversified private equity and infrastructure fund following a dual mission combining market-rate financial returns with a measurable contribution to the United Nations Sustainable Development Goals.
  • the structuring and setting-up of European Long-Term Investment Funds.
• J.P. Morgan Private Bank: advising on the establishment of private equity conduit funds offered to J.P. Morgan private bank clients, including formation, review of underlying private equity fund documentation, related placement agent arrangement and review of conduit fund subscriptions. 
• A large financial services company worldwide: advising on the structuring, marketing and fund formation of an umbrella Luxembourg Part II fund, which includes a first ELTIF open-ended sub-fund open to retail investors and professional investors. 
• KKR: advising on the establishment of:     
  • KKR European Fund IV (US$3.6bn), V and VI
  • KKR North America Fund XII and XIII (US$19bn)
  • KKR Global Impact Fund I and II (US$2.8bn)
  • KKR Next Generation Technology Growth Fund II and III (US$3bn)
  • KKR Asia Next Generation Technology Growth Fund
  • KKR Healthcare Strategic Growth Fund II
  • CPS Managers Fund (Lux) SCSp
  • KKR Ascendant Fund SCSp
• Neuberger Berman: advising on the establishment and closing of NB Euro Crossroads 2018 private equity fund of funds.
• SoftBank: advising as fund counsel on its market-leading approximately US$100bn SoftBank Vision Fund, as well as its successor SoftBank Vision Fund II and a number of other related key mandates, including a strategic investments fund focused on listed securities and a US$5bn fund to invest in Didi Chuxing.
• Aurelius: advising on the structuring and launch of the closed-ended "AURELIUS European Opportunities IV", focused on investments in corporate carve-outs and operational transformation in the European mid-market.
• SWEEF Capital: advising on the establishment of a fund focused on investing in high growth impact sectors and leveraging the untapped potential of women entrepreneurs, consumers, and leaders.

We have a deep understanding of the venture capital market, with a comprehensive knowledge of the sector, the investors active within it and their usual requirements and preferences. This level of insight allows us to reliably deliver informed recommendations, anticipate likely issues and optimise the fund structure to ensure a smooth and successful fundraise.

Our highly integrated global private funds practice consistently executes complex and innovative work of the highest quality in the world’s leading private funds markets and we have venture capital and growth fund specialists within each office in our global network to ensure a seamless, full-service offering that takes full account of the nuances that arise in the venture capital sector.

Experience Highlights

• Anglo American: advising in relation to the establishment of, and its investment in, a venture capital fund managed by a team spun off from Anglo American.
  
• Ardian: advising on the launch of its fourth and fifth generation of expansion funds.
  
• Cross-Border Impact Ventures: advising on the structuring and establishment of the Women’s and Children’s Health Technology Fund, an impact fund focused on investing in health technology companies. 
  
• Partech Partners: advising on the structuring and raising of multiple venture capital funds which target technology companies operating in Africa.
  
• Redalpine Capital: advising on various products, including the establishment of one of the only open-ended venture capital funds in the European market.
  
• SoftBank: advising as fund counsel on its market-leading approximately US$100bn SoftBank Vision Fund, as well as its successor SoftBank Vision Fund II and a number of other related key mandates, including a strategic investments fund focused on listed securities.
• Promus Ventures: advising in relation to the closing of the European Investment Fund ("EIF") into Orbital Ventures S.C.A., SICAV-RAIF, a venture capital fund focusing on early-stage space related ventures.
• AXA Venture Partners: advising on the setting-up and launch of their latest venture and late-stage technology funds (AVP Capital II, AVP Diversified III and AVP Late Stage I).
• A Singapore-based fund manager: advising on the establishment of its first venture-focused fund seeking to make investments in venture and early-stage high growth companies in the agri-food business.

We have extensive experience in advising hedge fund managers and fund of hedge fund managers on all aspects of their business.

Our experienced team advises on the formation of a broad range of hedge funds and hedge fund of funds, including quantitative trading funds, equity and fixed income long-short funds, macro funds, distressed debt and other distressed investment and hybrid fund vehicles, as well as numerous funds of funds domiciled in (among other jurisdictions) Delaware, the Cayman Islands, Ireland and Luxembourg.

We can also advise on the appropriate location of onshore and offshore fund vehicles taking into account tax, regulatory and logistical issues, as well as negotiating seeding, retrocession, capacity and other key investment agreements and side letters, and negotiating administration, distribution, custodial, prime brokerage, secretarial and other key service provider agreements.

Experience Highlights

• Logos Technologies (HK) Limited: advising on the establishment of the Logos Advantage Global Master Fund, an algorithm-based hedge fund.
• A Global Investment Bank: advising in connection with negotiating the appointment of new investment managers to its open-architecture multi-manager hedge fund platform.
• A number of hedge fund managers: advising on a variety of funds issues including fund marketing, regulatory issues and house arrangements, for several different managers including CQS, Moore Capital, H2O, Squarepoint and Metage Capital.
• Alcentra: advising on the establishment of the Alcentra Special Situations Fund and ongoing advice in relation to a number of Alcentra products.
• Deutsche Bank: advising on its market-leading hedge fund platforms dbX and AFS, including negotiating with a number of hedge fund managers in that context.
• Emso: advising on its spin out from Citibank and ongoing house advice.
• Paul Capital: advising on a complex multi-jurisdictional friendly takeover of a hedge fund portfolio.
• A leading Singapore-based hedge fund manager managing over US$10bn: advising as lead international fund counsel on the establishment and ongoing advice in relation to an endowment product comprising two tiered Singapore variable capital companies. 
• A leading Asian investment management firm managing over US$5bn: advising as fund counsel in relation to its flagship fund and an AI fund. 
• A Japan focused activist hedge fund manager: advising on the establishment of a hedge fund structured as a master-double feeder.
• A Singapore-based hedge fund manager: advising on the establishment of a global quantitative hedge fund.

In addition to our sponsor practice, we also have a strong and diverse investor and secondaries practice. We are experienced in the commercial, tax, legal, regulatory and policy concerns that need to be considered when investing in private funds.

We represent major Asian and Middle Eastern sovereign wealth funds, development finance institutions and more than 20 UK, Canadian, Australian and Dutch pension funds. As a result, we are experts in everything from a lengthy cornerstone investor negotiation to an individual, bespoke investment management arrangement, fund investments, co-investments, strategic programmes and secondaries transactions, both LP and GP-led.

By acting for a wide range of investors we gain exposure to the broader market and the latest approach to fund terms. Acting on both sides of the table gives us a deep understanding of the drivers that influence sponsors and investors and provides us with a rounded perspective of the market. This allows us to anticipate all aspects involved in the life-cycle of a fund and offer advice accordingly.

Experience Highlights

• Fund investments: advising on over 250 investments into fund vehicles investing US$30bn in the last 12 months across private equity, credit, real estate, infrastructure and hedge fund investments. 
• Co-investments: advising on 25+ single asset and co-investment vehicles in the last 12 months across private equity, credit, real estate and infrastructure.
• European private equity buyout funds: recent examples include investments into Bridgepoint Europe VII, PAI Europe VIII, Charterhouse Capital Fund XI, Mid Europa V, Nordic Capital X, EQT X, CVC IX, Cinven VIII, Investindustrial VIII, Apax XI, BC Partners XI, Permira VIII, Bain Capital Europe Fund VI, Inflexion Buyout Fund VI and Triton 6.
• European private equity mid-market /growth funds: recent examples include investments into Epiris III, Exponent Private Equity Partners V, Hg Genesis 10, Hg Saturn 4, Nordic Evolution II, FSI II, Pollen Street Capital IV, Vitruvian Investment Partnership V, Permira Growth Opportunities II, Bregal IV and Inflexion Partnership Capital III. 
• European core private equity funds: recent examples include investments into EQT Future Fund, Cinven Strategic Financials Fund and CVC Capital Partner Strategic Opportunities II.
• Venture capital funds: recent examples include investments into Abingworth Bioventures 8, Abingworth Clinical Co-Development Fund, EQT Ventures III, Pitango Venture Capital Fund VIII, Cherry Ventures V and Opportunities V, Clearlake VI, Hoxton Ventures II and III, Vista Foundation Fund IV, Singular Ventures II, Select V.
• US private equity funds: recent examples include investments into the following flagship US private equity funds: Advent International GPE X, Clayton, Dubilier & Rice Fund XII, Vista Equity Partners Fund VIII, Genstar Capital Partners XI, WCAS XIII, Littlejohn Fund VI, Hellman & Friedman Capital Partners XI, TA Associates XV, Thoma Bravo Fund XIV, Trident X, Webster Equity Partners V, Ares Corporate Opportunities Fund V.
• Real estate funds: recent examples include investments into Oaktree Real Estate Opportunities Fund IX, NREP Nordic Strategies Fund V, Brookfield Strategic Real Estate IV, Greystar Equity Partners Europe I, BC Partners Real Estate Fund I, Blackstone Real Estate Partners VIII, Blackstone Property Partners Asia, GLP Europe Income Partners II, Blue Owl Real Estate European Net Lease Fund.
  
• Infrastructure funds: recent examples include investments into Macquarie Infrastructure Partners VI, Antin Infrastructure Fund IV, EQT Infrastructure V, Copenhagen Infrastructure IV, Brookfield Super-Core Infrastructure Partners, Actis Energy 5, Actis Long life Infrastructure Fund 2, Stonepeak Infrastructure Fund V, JPM Infrastructure Investment Fund, Northleaf Infrastructure Capital Partners IV.
  
• Credit funds: recent examples include investments into Blackrock European Middle Market Private Debt Fund IV, Ares Capital Europe VI, Warburg Pincus Capital Solutions, ICG Europe Mid-Market Fund II, AlbaCore Investment Opportunities III, Fortress Credit Opportunities Fund V, GSO Capital Solutions Fund III, West Street Loan Partners V, GSO European Senior Debt Fund II, ICG European Direct Lending XVI SCSp, CVC Credit Partners European Direct Lending III, Crescent Credit Solutions VIII, Oaktree Opportunities Fund XI, Apollo Hybrid Value Fund II, GSO Capital Opportunities Fund IV, Arrow Lending Opportunities (SMA).
  
• Hedge funds: recent examples include investments into AHL Evolution, AHL Pure Momentum Plus, Episteme Systematic Quest, Florin Court Capital Fund, Massar Macro Commodity Fund, Ichigo Japan Fund, Cedar Rock Capital Partners LLC, Man Funds IX SPC, Brevan Howard Alpha Strategies Fund Limited, the Children’s Investment Fund, Svelland Global Trading Fund, Altimeter Offshore Ltd and Coatue Long Only Offshore Fund Ltd.

We have acted on numerous “secondary direct” portfolio acquisitions, “management secondaries”, the purchase and sale of fund portfolios and innumerable negotiated fund purchase and sale transactions.

Our secondaries track record is extensive. We have acted on some of the most significant sell-side mandates of recent years, particularly for a broad range of financial institutions and a number of large Middle Eastern sovereign funds. On the buy-side we have acted for some of the most important financial investors in the private equity secondaries market.

Experience Highlights

LP Led Secondaries Experience

• A large Japanese bank: advising on the sale of 16 fund interests across top quartile European and U.S. private equity funds to a secondaries fund managed by Coller Capital, representing a total value of approximately US$470m. 
  
• A UK pension fund: advising on the restructuring of two managed accounts and sale of fund interests to credit opportunities funds managed by Fortress and a consortium of Scottish pension funds, representing a total value of £440m. 
  
• A large Canadian pension plan: advising on the sale of an interest in a continuation vehicle and ROFR process, representing a capital commitment of €450m.
  
• DuPont Capital Management: advising on the sale of a portfolio of private fund interests to a secondaries fund.
  
• AIG Asset Management: advising on: 
  • the sale of its US$4.5bn global investment portfolio as part of the broader restructuring of AIG.
  • the sale of a portfolio of over 350 private fund and co-investment interests with a NAV of approximately US$1.9bn to a joint venture buyer.
  • the sale of a portfolio of over 25 private fund interests with a NAV of approximately US$650m by way of a “mosaic” auction that resulted in approximately 10 unaffiliated U.S. and non-U.S. buyers.
    
• Pincus Capital: advising on the sale of several private fund interests to a U.S. strategic buyer.
• A large US financial institution: advising on the sale of: 
  • a portfolio of over 350 private fund and co-investment interests to a joint venture buyer.
  • a portfolio of over 25 private fund interests by way of a “mosaic” auction that resulted in approximately 10 unaffiliated U.S. and non-U.S. buyers.

GP Led Secondaries Experience

• A UK asset manager: advising on the restructuring of its £1.2bn flagship infrastructure fund, by transferring most of its investors and assets into a new continuation fund. 
  
• Aermont Capital: advising on the establishment and the closings of their first GP led secondary vehicle / continuation Fund as a long-term vehicle created to acquire and grow Pinewood Group.
  
• Ardian: advising on the:
  
  • structuring and the fund raising of a continuation vehicle dedicated to an infrastructure portfolio company.
  • structuring and setting up of a continuation fund dedicated to its €1.1bn second infrastructure fund’s portfolio.
    
• KKR: advising on its first GP-led secondary fund restructuring, a sale of an approximately US$500m portfolio investment from its private equity platform to a newly established fund with investments from KKR’s balance sheet, existing fund LPs and new third-party investors.
  
• Private equity, real estate and energy focused fund sponsors, including DRA Advisors, The Energy & Minerals Group, Hemisfério Sul Investimentos and Ram Realty Services: advising on several closed and proposed GP-led secondary transactions and fund recapitalisations. 
  
• Hg: advising on the:
  
  • raising of a significant new investment by Visma, valuing the company at €19bn.
  • recapitalisation and further investment in team.blue, a leading digital enabler for companies and entrepreneurs across Europe.
  • US$500m sale of the Evaluate group.
  • recapitalisation and investment in Access Group, valuing the business at £9.2bn.
  • the sale of TeamSystem to Hellman & Friedman and Hg’s reinvestment.
  • re-investment in IRIS Software Group, valuing IRIS at an enterprise value of c.£3.15bn.
    
• ProA Capital: advising on the incorporation of a continuation fund in the form of a European venture capital fund (FCRE), including negotiation with the anchor investors and potential investors.

We have extensive experience of advising our asset management clients on their in-house arrangements. Our clients trust us to provide strategic and transactional advice on the complex and sensitive legal internal arrangements which lie at the heart of their businesses.

We work alongside our leading Corporate team to deliver complex M&A transactions in the asset management space, as well as joint ventures and GP stake deals. We provide targeted strategic advice on the establishment, operation and restructuring of asset management businesses, including on team spin-outs and succession planning, and draft complex arrangements between their owners reflecting our deep knowledge of the unique drivers of funds businesses.

Our Funds, Employment & Incentive and Tax teams work together to assist with the design and implementation of tailored carried interest and co-investment schemes (real and synthetic) and other remuneration arrangements which reflect the need to retain and motivate staff in a competitive environment, whilst being tax efficient and complying with regulatory requirements. 

Together with our Financial Regulatory colleagues, we have extensive experience of assisting asset management clients with major regulatory change projects and providing other ongoing legal, regulatory and other advisory support.  

Experience highlights

• A number of leading asset managers: regularly advising leading asset managers on all their obligations under the AIFM Directive and UCITS Directive, and leading broader regulatory implementation projects across topics such as FCA Consumer Duty and SMCR.
• A major global asset manager: advising on the set-up of a new Luxembourg AIFM. This includes assistance with the CSSF notification and approval procedure, and assistance with the new substance and compliance requirements following the obtention of such licence.
• A major global infrastructure and private debt fund manager: advising on the creation of new EU branches in Italy, Spain, Sweden, Denmark, the Netherlands, Germany and France. This included liaising with local counsel in all jurisdictions in view of the setup and registration process.
• A major global infrastructure and private debt fund manager: advising with the CSSF authorisation and establishment of your Luxembourg alternative investment fund manager for the purpose of continuing to manage the funds and marketing them to investors in the European Union post Brexit.
• A major global infrastructure and private debt fund manager: advising this company's Luxembourg AIFM (Alternative Investment Fund Manager) with the CSSF authorisation process for a so-called MiFID top-up license, which allows the latter to provide certain MiFID investment services in addition to their AIFMD authorisations.
• A major global asset manager: advising on the setup of additional branches of their Luxembourg UCITS management company, to ensure continuity of distribution and management activities across Europe. This follows a strategic shift of activities to Luxembourg in the context of Brexit.
• A major US asset manager: advising on the implementation of the EU Cross Border Funds Distribution Package and the related impact on current processes. 
• A major US asset manager: Advising on the implementation at the level of their Luxembourg UCITS management company of the new regulatory frameworks relating to IT outsourcing and DORA. 
• One of the leading global asset managers: advising with the day-to-day negotiation of all fund distribution and platform agreements. This serves as the backbone of the distribution activities of UCITS and AIF fund ranges throughout the EU and the world. Advice also includes complex AML issues, as well as CBDF considerations. 
• A global investment company and asset manager: advising on the AML law and Register of Beneficial Owners law requirements, along with preparation of standard AML Letter in accordance with Luxembourg regulatory and market practice, for a Luxembourg company investing in Nordic countries.
• Gen II Fund Services: advising on the acquisition of Crestbridge Group, an international fund administration and private capital management business. Assistance involved due diligence on two Luxembourg-based regulated entities (a PSF entity and a management company authorized as both AIFM and UCITS ManCo) and obtaining regulatory clearance from the CSSF for the change in shareholdings.
• Generali: advising on the acquisition of Conning Holdings Limited, a leading global asset manager for insurance and institutional clients, from Cathay Life, a subsidiary of Cathay Financial Holdings, one of the largest Asia-based financial institutions (resulting in a JV between Generali and Cathay).

For decades, we have been at the forefront of the Undertakings for Collective Investment in Transferable Securities (UCITS) landscape, proudly serving as the long-lasting trusted advisers to the flagship funds of some of the market leading UCITS fund sponsors.

Our extensive and in-depth experience with Luxembourg UCITS, and our regular interactions with the Commission de surveillance du Secteur Financier (CSSF), provide us with an up-to-date approach to the market and changing regulations, which ensures comprehensive support throughout a fund’s lifecycle. 

Leveraging our deep knowledge and broad expertise, we offer an array of services tailored to our clients’ needs:

• structuring and setting up UCITS;
• assisting with regular prospectus amendments, ensuring ongoing compliance with evolving laws and regulations;
• UCITS mergers and liquidations;
• sub-fund and share class creations or liquidations;
• advising on investment eligibility or investment restriction related queries;
• advising on marketing/distribution aspects and reviewing related contractual documentations;
• advising on a number of related regulatory matters, such as SFDR, CSSF Circular 24/856 on NAV calculation errors, anti-money laundering and sanctions aspects;
• engaging with the CSSF/FCA and assisting in approval processes;
• advising on other retail products such as Non-UCITS Retail Schemes in the UK;
• migration of core service providers (including management company, administrative agent, portfolio manager);
• delivering tailored trainings, providing legal and regulatory updates at board meetings and generally keeping our clients informed and ahead of legal and regulatory developments.

Experience Highlights

• responsAbility Investments: advising on the setting up of a new UCITS fund which follows an impact investment strategy and falls under the scope of SFDR Article 9. Our work covered the preparation of the complete fund documentation, including advice related to SFDR and Taxonomy disclosures, and obtaining of the CSSF authorisation for this new UCITS fund. 
  
• A global asset management company: advising on the setting up of two new sub-funds under one of their UCITS platforms. The two sub-funds, managed by a Swiss asset manager, invest in a portfolio of securities issued by corporate issuers in Switzerland and in Europe and follow a sustainability approach. 
  
• A promoter: advising this company on the set-up of their Luxembourg UCITS platform, structured as an umbrella fund with two initial sub-funds focusing on growth equity listed or traded on recognised exchanges in Japan. 
• Janus Henderson: advising on their entire Luxembourg fund range, by providing ongoing legal and regulatory advice (including SFDR compliance), managing prospectus updates, liaising with CSSF, preparing investor notices and other supporting documents, and assisting the client from the structuring, setup, to the liquidation of their funds and sub-funds (as applicable).
  
• Luxembourg super management company forming part of a large French asset management group: advising on the transfer of two specialised investment funds into one of their larger UCITS platforms, including analysis and advice on eligibility of assets and the creation of the receiving sub-funds. The project was of high strategic importance and priority for our client to expand its product range and client base. 
  
• GAM Investments: advising on their entire Luxembourg fund range over several decades, since we launched their first Luxembourg UCITS in the 1980s as well as all their first flagship funds. We have been acting as their external legal counsel ever since, and have been advising with respect to the structuring, setting-up of all types of funds, whether UCITS or alternative investment vehicles. We have helped GAM to navigate and implement the SFDR (including RTS), both with respect to the product-level obligations and the entity-level obligations of GAM (Luxembourg) S.A. as the relevant management company. 
  
• A Luxembourg investment fund: advising the fund on re-branding, change of management and restructuring of a Luxembourg UCITS "private" platform into a third-party investment managers platform, and on the other hand with setting-up and the launch of a new sub-fund. The project required negotiating with the CSSF from a restructuring as well as fund perspective. 
  
• One of the leading global asset managers: advising with the day-to-day negotiation of all fund distribution and platform agreements. This serves as the backbone of the distribution activities of UCITS and AIF fund ranges throughout the EU and the world. Advice also includes complex AML issues, as well as CBDF considerations.

We are at the forefront of private wealth focused funds, enabling alternatives sponsors to fundraise from non-institutional investors and private wealth in Europe, the Americas and Asia.

As private funds sponsors’ focus on private wealth has evolved over recent years, a number of direct and indirect routes have been created to attract this source of capital. These include partnerships with distribution platforms, the development of access and conduit funds and the increasing use of side-by-side and parallel products.

We advise on the establishment and launch of the full range of private wealth focused funds and semi-liquid strategies. We are recognised as experts in open-ended, long dated and semi-liquid funds (including Part II UCIs, ELTIF products and open-ended RAIFs), and have worked extensively in this market for infrastructure, private credit, private equity, real estate and secondaries sponsors. We are also market leading in advising on the establishment and launch of access funds and conduit funds enabling non-institutional investors and private wealth in Europe, the Americas and Asia to gain exposure to leading funds across a diverse range of asset classes.

Around the globe, the team has a deep understanding of the sector and has acted for a number of leading sponsors, platform providers and distributors in accessing non-institutional capital across asset classes, advising our clients on all aspects of these fundraises. We also regularly advise clients on developing distributions channels and platforms to support the capital raising of these products. Our global knowledge and experience, as well as the breadth of our local regulatory expertise in this space, allows us to help you navigate the path through a complex commercial and regulatory landscape.

Experience Highlights

• KKR: advising on the structuring, formation and fundraise (including to HNW investors) of their semi-liquid product pursuing a private credit strategy (blend of senior corporate lending and asset-based finance), as well as assisting with (i) negotiations with cornerstone investors and distributors, and (ii) the asset warehouse facility arrangements.
• A Swiss multinational investment bank: advising on the structuring and setting-up of their first self-sponsored evergreen Luxembourg ELTIF. The fund pursues an infrastructure strategy, investing in primary and secondary target funds, as well as co-investments, fund continuation vehicles and other similar structures facilitating investment in a defined asset or several assets of an infrastructure fund.
• BlackRock Investment Management: advising on the establishment of their first ELTIF open to retail investors, including structuring, distribution and regulatory aspects. The closed-ended private equity ELTIF follows a co-investment strategy with other group vehicles.
• Union Investment: advising on the establishment of UniPrivatmarkt Infrastruktur ELTIF. This was a landmark project both for Union Investment (as Germany’s largest fund house) and the overall ELTIF market, as this is the first ELTIF available for “real” retail investors in Germany and which invests in infrastructure in a very broadly diversified manner.
• Partners Group: advising on the setting-up of their two ELTIFs investing broadly in potentially all private market assets, including private credit, real estate, royalties, private equity.
• Commerz Real Fund Management Sarl: advising on its €10bn structuring and establishment of "Klimavest", their first open-ended impact fund for retail investors.
• An American investment management company: advising on the setting up of a part II ELTIF fund. 
• Aquila Capital: advising in the setup of their first ELTIF Part II Fund (named AC One Planet ELTIF). The ELTIF is set-up as a contractual type of fund (FCP) and intends to target primarily renewable energy and infrastructure assets.
• A large financial services company worldwide: advising on the structuring, marketing and fund formation of an umbrella Luxembourg Part II fund, which includes a first ELTIF open-ended sub-fund open to retail investors and professional investors.
• A market leading access fund provider and global fintech platform: advising on its European platform launch and operations of its expansive European and U.S. funds platform – facilitating access to private wealth and non-institutional capital by leading sponsors for their infrastructure, credit, real estate and private equity vehicles. Advising on the structuring and launch of its European access funds, including umbrella vehicles permitting flexible access to private wealth and retail capital, and including open-ended and closed-ended strategies.
  
  Funds launched include RAIFs, tailored to accommodate a specific target investor base, investment flexibility and time to market. Providing ongoing advice on the operation of the fund platform, as well as distribution and placement activities globally to access non-institutional capital, and other regulatory aspects across Europe, the U.S. and Asia, as well as their ESG/SFDR positioning.
• A market leading access fund provider: advising on its European platform launch and operations of its European funds platform – facilitating access to private wealth and non-institutional capital by leading sponsors for their infrastructure, credit, real estate and private equity vehicles. 
  
  Advising on the structuring and launch of its European access funds, including umbrella vehicles permitting flexible access to private wealth and retail capital, and including open-ended and closed-ended strategies. Funds launched include UCI Part II, ELTIFs and RAIFs, tailored to accommodate a specific target investor base, investment flexibility and time to market.
• Advising two global US investment banks: advising on the establishment and ongoing operation of various single investment conduit funds, providing certain of its private bank investors with the opportunity to indirectly invest into a wide range of private equity, growth, credit, real estate funds, secondaries and GP-led solutions by leading sponsors.
  
  As fund counsel we advised our client on all aspects of the conduit fundraise and the investment into the underlying funds from a U.S. legal perspective, including drafting relevant conduit documentation, reviewing and negotiating underlying fund documentation, side letters and placement agent agreements, providing conduit-structuring, tax and regulatory advice, assisting with the onboarding of conduit investors and assisting with post-closing U.S. securities laws filings.
• A leading Asian Bank: advising on the establishment of an access platform.
• Multiple Singapore headquartered alternative fund managers: advising on the establishment of access funds/feeder funds to fundraise for private wealth.

With the accelerating focus on ESG and the ongoing discussions, our team continues to show itself to be the leading advisor in the European market in the ESG fund space, with an unparalleled combination of funds and ESG expertise across our London, European and U.S. offices.

We offer sustainable fund set-up and conversion with first class expertise in real estate, infrastructure, private equity and debt funds. We also provide ongoing ESG advice during the fund’s life to support clients to manage ESG risks and benefit from ESG opportunities.

We advise our investor clients (including sovereign wealth funds and pension schemes) when investing into a fund to ensure their own specific ESG policies as well as any applicable regulations are addressed in the terms agreed with the fund sponsor in light of the sponsor’s own obligations and market practice.

Additionally, we advise investor clients on their own ESG strategy, policies and procedures. Finally, we provide holistic advice to our clients (those managing funds and those investing into funds) on strategic positioning of their organisation on a short, mid, and long-term basis taking into account geographical differences.

Find out more about our ESG practice capabilities.

Experience Highlights:

• Aermont Capital: advising on the set up of an Article 8 real estate fund and overall ESG implementation project as lead counsel, including reviewing organisational policies and procedures and training teams.
• Barings: strategic organisational advice and advising on the analysis and categorisation of funds and segregated accounts under the SFDR, setting up Article 8 funds and on their overall ESG implementation project as lead counsel including reviewing organisational policies and procedures, advising on positioning in the U.S. and EU markets and training teams. 
• Clarion: strategic advice on positioning in the U.S. and EU markets, specific advice on setting up ESG funds (such as Article 8 SFDR products) and drafting of organisational ESG policies and procedures.
• Partners Group AG: advising on the structuring and establishment of Partners Group LIFE II Fund, a globally diversified private equity and infrastructure fund following a dual mission combining market-rate financial returns with a measurable contribution to the United Nations Sustainable Development Goals.
• Macquarie: advising on setting up an Article 9 fund investing in energy infrastructure assets (private debt), implementation of disclosure obligations under SFDR and Taxonomy Regulation and strategic ESG advice. 
• Ashmore: advising on the implementation of SFDR on their entire fund range including Article 8 and Article 9 funds covering different asset classes and strategic organisational ESG advice (including drafting of policies and procedures). 
• GAM Investments: advising on the implementation of SFDR on their entire fund range, which covered the drafting of the relevant SFDR disclosures for over 100 funds on 12 different fund platforms as well as advising GAM on the implementation of SFDR at entity level.
• responsAbility Investments AG: advising on setting up Article 9 fund providing financing to companies in the climate finance space focused on clean energy and environmental services sectors across Asia and implementation of disclosure obligations under SFDR and Taxonomy Regulation.
• BlueOrchard: advising on the setting up of:
  • BlueOrchard Impact Credit S.A. SICAV-RAIF, a fund in form of a RAIF providing debt financing to financial institutions and operating companies in emerging markets. 
  • InsuResilience Investment Fund Private Equity II SCA SICAV-RAIF, a fund in the form of RAIF focusing on private equity investments that contributes to the resilience of poor and vulnerable households and MSMEs to weather events and natural catastrophes.