Investment Funds

LEADERS

Overview

The Investment Funds Practice Group specializes in the organization of private investment funds and the representation of fund management companies.  Typically representing the general partner or manager, we also represent other key participants in private funds, including strategic, seed and other investors, funds of funds, gatekeepers and advisers, placement agents and co-investors.

The Investment Funds group’s deep experience and broad market knowledge cover virtually all types of private investment funds and managed accounts across a wide range of formats and jurisdictions, including:

  • Buyout and other private equity
  • Mezzanine and credit
  • Real estate
  • Infrastructure
  • Hedge
  • Energy/oil & gas
  • Funds of funds
  • Secondary funds
  • Co-investment
  • Distressed investments
  • Specialty strategy

Our clients include newly established firms, independent and joint venture boutiques, multistrategy investment management firms, and divisions of insurance companies, investment banks and other financial institutions.

Gibson, Dunn & Crutcher’s Chambers-recognized Investment Funds Practice is anchored in our New York and Los Angeles offices, and includes a sophisticated, diverse team operating across Gibson Dunn’s other U.S. offices, as well as our offices in London, Dubai and Hong Kong, where we have particular expertise in regionally focused funds.

We offer significant resources to fund manager clients in a broad range of areas, including:

  • Regulatory and compliance
  • SEC enforcement
  • Tax planning
  • Internal partnership arrangements
  • Management of ERISA plan assets
  • Strategic investments
  • Liquidity events for fund management firms
  • Fund restructurings
  • Fund level financings

We have a leading practice in secondary sales of private equity fund interests, and we regularly represent several of the preeminent secondary funds.  We also have significant experience in M&A transactions involving fund management companies.

The group’s members work closely in conjunction with our practices in:

  • Private Equity
  • Mergers and Acquisitions
  • Real Estate
  • Securities Enforcement
  • Securities Regulation and Corporate Governance
  • Finance

RECENT PUBLICATIONS

Webcast: Spinning Out and Splitting Off – Navigating Complex Challenges in Corporate Separations

-October 31, 2018

Who’s Who Legal Recognizes Twelve Gibson Dunn Partners

-October 30, 2018

IRS Provides Much Needed Guidance on Opportunity Zones through Issuance of Proposed Regulations

-October 22, 2018

SEC Warns Public Companies on Cyber-Fraud Controls

-October 18, 2018

Flood v. Synutra Refines “Ab Initio” Requirement for Business Judgment Review of Controller Transactions

-October 15, 2018

Financing Arrangements and Documentation: Considerations Ahead of Brexit

-October 11, 2018

2018 Mid-Year Activism Update

-October 3, 2018

M&A Report – Fresenius Marks a Watershed Development in the Analysis of “Material Adverse Effect” Clauses

-October 2, 2018

2018 Mid-Year Securities Enforcement Update

-July 30, 2018

FinCEN Issues FAQs on Customer Due Diligence Regulation

-April 23, 2018

M&A Report – AOL and Aruba Networks Continue Trend of Delaware Courts Deferring to Deal Price in Appraisal Actions

-April 5, 2018

Compliance Reminders for Private Fund Advisers – 2018

-February 14, 2018

Public Company Virtual-Only Annual Meetings

-January 18, 2018

Significant Amendments to Form ADV Go into Effect on October 1, 2017

-September 25, 2017

UK Private Fund Limited Partnerships

-May 8, 2017

India – Legal and Regulatory Update (May 2017)

-May 1, 2017

Reporting Requirements for Private Fund Advisers Under the Department of Treasury’s Benchmark Survey on Form SHC Due March 3, 2017

-February 17, 2017

Compliance Reminders for Private Fund Investors

-February 3, 2017

India – Legal and Regulatory Update (January 2017)

-January 19, 2017

Right Back Where We Started From? In Salman, the Supreme Court Clarifies the “Personal Benefit” Test but Otherwise Leaves Undisturbed Insider Trading Contours

-December 7, 2016

Myanmar’s New Investment Law

-October 27, 2016

China Begins Major Overhaul of its Foreign Investment Regulatory Regime

-October 10, 2016

India – Quarterly Legal and Regulatory Update (October 2016)

-October 3, 2016

SEC Proposes New Rule Requiring Registered Investment Advisers to Adopt Written Business Continuity and Transition Plans

-July 6, 2016

Indian Government Amends Foreign Direct Investment Policy (July 2016)

-July 1, 2016

Middle East Financial Services Hub – A Snapshot of the DIFC Landscape

-June 6, 2016

Indonesia Update: New Negative Investment List

-June 6, 2016

Proposed Anti-Money Laundering Rules Focus on Investment Advisers

-April 5, 2016

2015 Year-End French Law Update

-February 24, 2016

Advisers Act Compliance Reminders for Private Fund Advisers

-February 24, 2016

President Obama Signs Appropriations Bill Exempting Non-U.S. Pension Funds from FIRPTA, Taxing REIT Spinoffs, and Making Other Important Changes to the Taxation of U.S. Real Property Investments by Non-U.S. Investors and the REIT Rules

-December 29, 2015

H2 2015 – Six Areas of Focus for European Private Equity Firms

-December 10, 2015

Indian Government Amends Foreign Direct Investment Policy (December 2015)

-December 8, 2015

Amendment to France-Luxembourg Tax Treaty Will Not Tax the Sale of Companies Owning French Real Estate Before 2017

-November 23, 2015

Resolution Triumphs: Proposed U.S. TLAC and Long-Term Debt Requirements for G-SIBs

-November 18, 2015

President Obama Signs Bipartisan Budget Act of 2015, Sweeping Aside Rules That Have Governed Tax Audits of Partnerships Since 1982

-November 12, 2015

Webcast: Compliance Strategies for Private Real Estate Fund Managers

-November 5, 2015

SEC Examinations of Private Investment Funds

-October 29, 2015

Ownership and Control of Indian Insurance Companies with Foreign Investment

-October 22, 2015

Legal Developments in India – 2015 Nine-Month Update

-October 21, 2015

UK Public M&A – Navigating the UK Takeover Regime – Early Stage Considerations & Guidance for International Bidders

-October 20, 2015

Bilateral and Multilateral Investments Treaties: What All Dealmakers Need to Know

-September 25, 2015

The Heat is on: Update on Shareholder Activism in Germany

-September 3, 2015

Stapled Considerations

-September 2, 2015

FinCEN Proposes Regulations That Would Require AML Programs and Suspicious Activity Reporting for SEC Registered Investment Advisers

-September 1, 2015

Mandatory Clearing Makes Its Way to Europe: European Commission Adopts New Rules Requiring Clearing for OTC Interest Rate Derivatives

-August 19, 2015

M&A Report – 2015 Mid-Year Activism Update

-August 10, 2015

The Saga Continues: The Northern District of Texas Weighs in on Price Impact Test for Class Certification Post-Halliburton II

-July 29, 2015

Proposed IRS Regulations Target Management Fee Waivers and Other Partnership Interests Received for Services

-July 28, 2015

2015 Mid-Year Securities Litigation Update

-July 14, 2015

2015 Mid-Year Securities Enforcement Update

-July 13, 2015

Potential Impacts for EB-5 Investments in the Real Estate Sector as September 30 Deadline for Reauthorization Approaches

-June 17, 2015

SEC Proposes Significant Changes to Reporting Obligations for Investment Advisers

-May 27, 2015

Indian Government Amends Foreign Direct Investment Policy for 2015

-May 15, 2015

U.S. SEC Adopts Final Rules Implementing “Regulation A+” Offering Exemption for Offerings of up to $50 Million

-April 22, 2015

U.S. SEC Implements Dodd-Frank Act Title VII: Reporting and Public Dissemination Rules for Security-Based Swaps

-April 8, 2015

New UAE Companies Law: 10 Things You Need to Know

-April 7, 2015

U.S. Supreme Court Issues Long-Awaited Decision in Omnicare, Resolving Circuit Split Regarding Opinion Statement Liability under Section 11 of Securities Act of 1933

-March 25, 2015

M&A Report – Freeing Trapped Cash in Cross-Border Deals

-March 16, 2015

Indian Government Permits 49% Foreign Investment in the Insurance Sector

-March 11, 2015

Indian Government Permits 49% Foreign Investment in the Insurance Sector

-March 11, 2015

Venezuela’s Currency Regulations May Violate Investment Treaty Protections

-February 25, 2015

M&A Report – Governance Issues in Spin-Off Transactions

-February 5, 2015

SEC Permits Five Business Day Issuer Tender Offers for Non-Convertible Debt including Non-Investment Grade Debt

-February 3, 2015

M&A Report – 2014 Activism Update

-January 30, 2015

2014 Year-End French Law Update

-January 23, 2015

China Plans Major Overhaul of Its Foreign Investment Regulatory Regime

-January 23, 2015

Creating a Clear Circuit Split, the Second Circuit Holds That Failure to Disclose Known Trends or Uncertainties Under Item 303 of Regulation S-K Creates Liability Under Section 10(b)

-January 22, 2015

2014 Year-End Securities Enforcement Update

-January 12, 2015

2014 Year-End German Law Update

-January 9, 2015

United States v. Newman: Second Circuit Ruling Portends Choppier Waters for Insider Trading Charges Against Downstream Tippees

-December 15, 2014

SEC Adopts Rule Creating New Regulatory Framework to Strengthen Technological Infrastructure of U.S. Securities Markets

-November 25, 2014

Protecting Your Investments in Emerging Markets

-October 6, 2014

SEC Enforcement Actions Over Stock Transaction Reporting Obligations Offer Reminders for Public Companies and Their Insiders

-September 11, 2014

Renegotiation of the France and Luxembourg Tax Treaty: Taxation of Real Estate Capital Gains Now Expanded by Way of a September 5, 2014 Amendment to the Treaty

-September 8, 2014

Renégociation De La Convention Fiscale France Luxembourg : Par Un 4ème Avenant, La France Se Voit Attribuer Le Droit D’imposer Les Plus-Values De Cession De Titres De Sociétés A Prépondérance Immobilière Détenant Des Immeubles En France

-September 8, 2014

2014 Mid-Year Securities Litigation Update

-July 15, 2014

2014 Mid-Year Securities Enforcement Update

-July 14, 2014

SEC Staff Releases Guidance Regarding Proxy Advisory Firms

-July 1, 2014

China Adopts Fundamental Changes in Foreign Exchange Control

-May 20, 2014

The Commodities Activities of Banks: Comments on the Federal Reserve’s Advance Notice of Proposed Rulemaking

-April 28, 2014

The SEC Assesses Cybersecurity Preparedness in the Securities Industry in the Wake of the Cybersecurity Roundtable

-April 23, 2014

China Further Eases Restrictions on Outbound Investments

-April 18, 2014

The Department of Defense Issues New Regulations Regarding Security Clearances for Companies with Foreign Ownership

-April 11, 2014

The German KAGB – A New Era for the Alternative Investment Industry?

-March 24, 2014

Emerging from EGC Status: Transition Periods for Former EGC Issuers to Comply with Reporting and Corporate Governance Requirements

-March 12, 2014

Shareholder Activism in the UK:  An Introduction to the “Tools in the Box” for 2014

-February 18, 2014

UK/EU Corporate Governance Update: New Tools and Guidance for the Active Investor

-January 28, 2014

2013 Year-End Securities Litigation Update

-January 21, 2014

India Eases Restrictions on Instruments with Put and Call Options as an Exit Mechanism for Foreign Investors

-January 16, 2014

2013 Year-End German Law Update

-January 15, 2014

2013 Year-End Securities Enforcement Update

-January 13, 2014

Will Africa Be Lit By “BITs”?

-January 8, 2014

Limiting Investor Access to Investment Arbitration – A Solution without a Problem?

-January 1, 2014

The Final Volcker Rule

-December 13, 2013

SEC Proposes Rules to Implement Crowdfunding Exemption: What Factors Will Affect Its Success?

-November 11, 2013

Investing in the UAE

-October 31, 2013

Options for Business Activities in the UAE

-October 31, 2013

UK Consults on Its AIFM Remuneration Code

-September 26, 2013

Indian Government Amends Foreign Direct Investment Policy

-August 29, 2013