Securities Transactions

Buy-Side and Sell-Side Representation

BUY SIDE

- VC Fund Formation & Placements

- GP Manager Service Agreements

- Opportunity Zone Fund Formation & Placements

- SPV and Sidecar Formation & Placements
- Deal Diligence and Docs

SELL SIDE

- Private Placement Offering Structure and Documentation

- Reg D, Reg A, and Reg CF Offerings

- SAFE, Common and Preferred Stock, and Convertible Debt Offerings

- Term Negotiation and Placement

- Issuer Diligence Prep

Investment Adviser Compliance

1940 Act and State Regulations

- Adviser Registration, Licensing, and Exemption
- Adviser Representative Registration, Licensing, and Exemption
- Form ADV and State Filings
- Compliance Manuals, Programs, and SEC Exam Prep
- Conflict of Interest Disclosures
- Investment Advisory and Service Agreements

Corporate Transactional Law

General Business Counsel

- Software and IP Licensing
- Secured & Unsecured Debt Financing
- Employment Law and Documentation
- IP Protection & Registration
- Franchising
- Contractor Agreements
- Equity Incentive Plans

Tax Exempt Entity Regulation

Social Enterprise and Impact Investment Strategies

- Nonprofit Entity Formation
- Tax Exempt Entity (TEO) Application for Tax-Exempt Status
- Hybrid For-Profit / Non-Profit Structures
- Program Related Investments
- Donor Advised Fund Structures
- Compliance for TEOs and Hybrid Structures