How to Choose a Lawyer for Your Fund

  • Will you have separate lawyers for fund formation, investment deals, service provider contracts, SPVs (special purpose vehicles), and human resources law, etc.? e.g., two lawyers; one handling fund formation and another handling investment deals, for cost savings or specialization.
  • What services will each lawyer provide? Are there redundancies between law firms?
  • Will your lawyer’s senior partner or junior associate work on your account? e.g., senior members may cost a higher rate of ~$400-$1,500+/hr, while junior members may cost ~$100-$400/hr and save you money over the long term.
  • Who is your backup if someone is unavailable? Will they be knowledgeable about your account?
  • Is your lawyer familiar with the types of investment deals you will do? e.g., leading rounds, mergers & acquisitions, follow-on investments, recapitalizations, board seats, governance side letters, etc.?
  • Are your lawyer’s documents considered “standard” in the industry? This may save time and money by removing the need to negotiate with counterparties, even if the upfront cost is higher.
  • Who else has your lawyer worked with? How was the relationship? If the lawyer cannot share references publicly, try back-channeling to contacts.
  • Can your lawyer cover the regions where you plan to make investments? e.g., small cities, international, or major cities?
  • Will your lawyer create a “Summary of Principal Terms” or equivalent document to outline your fund structure, terms, contributions, distributions, and fees? e.g., to be used later in fundraising conversations with investors.
  • Will your lawyer create key documents? e.g., Private Placement Memorandum (PPM), Operating Agreement (OA), Limited Partnership Agreement (LPA), Subscription Agreement, and Investor Questionnaire, etc.?
  • Is your lawyer aware of your team’s involved parties such as General Partners (GP), Limited Partners (LP), and Limited Liability Company (LLC), etc.?
  • What are your lawyer’s suggestions for standard terms, non-standard terms, negotiable terms, and common restrictions?
  • Will your lawyer support multiple closes for your fundraise? e.g., most fund managers may perform multiple closings to reach a fund’s goal size.
  • Is your lawyer comfortable with the minimum amount of capital you need to raise for your fund model to work? What issues arise if the minimum is not met?
  • Will your lawyer work with your investments to execute deal documents? Will they assess your ongoing rights? e.g., board seat intent, information rights, ownership rights & pro-rata rights?
  • Can your lawyer support the number of investments and ownership percentages of each investment you intend to have?
  • Will your lawyer communicate directly with investors? Will they manage negotiations?
  • Will your lawyer collect executed documents? Will they chase signatures or e-signatures after a capital commitment is confirmed?
  • How will your lawyer handle pending lawsuits that arise with investments, or broader lawsuits that may impact the fund reputationally?
  • What is included in your lawyer’s pricing? Is pricing hourly, a flat rate, based on the number of general partners, or calculated as a percentage of fund size?
  • Can your lawyer defer fees until you’ve fundraised? e.g., until after your first close or after 90 days
  • Will your lawyer coordinate state and federal regulatory requirements? Will they alert you when payments are due? e.g., filings with the SEC, annual filings, disclosure documents, registrations (for example in Delaware or in your home state)? If not, ensure your fund administrator has agreed to take this over.

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Kaego Ogbechie Rust

Kaego Ogbechie Rust

224 Followers

CEO at KHOR Consulting, helping companies build business plans, pitch decks, and streamline their operations. Email: kaego@khorconsulting.com