Practice areas

We are regarded as one of the leading tax practices for the structuring of domestic and pan-European investment funds and related carried interest and co-investment arrangements.

We advise on the full range of investment funds, including private equity funds, real estate funds, special situation funds, debt funds, hedge funds and retail investment funds.  In all cases, we ensure that the appropriate fund vehicle is chosen and that the structure takes account of the requirements of all key participators.

We have particular expertise in relation to investment funds structured as limited partnerships.  While, historically, limited partnerships have mainly been used for private equity funds, due to their tax benefits, we are increasingly recommending their use for real estate, special situation and debt funds.  Using a limited partnership as the fund vehicle allows us to implement the innovative structures we have developed in relation to the general partner's share/management fee, co-investment (including its funding) and carried interest.

As well as a tax efficient fund vehicle, we ensure that our fund clients have a tax efficient management or advisory structure.  We have developed the use of the limited liability partnership as the vehicle of choice in the UK fund management industry, converting a number of managers from corporate to LLP form.  We have also set up a number of offshore management and advisory structures dealing with the residence, permanent establishment, VAT and transfer pricing issues that they involve.  We advise a large number of fund managers in relation to their ongoing house matters.

We are also familiar with the full range of corporate fund structures and have structured funds using Irish section 110 securitisation companies, Luxembourg SOPARFIs, SIFs and SICARs and even UK limited companies.  We often implement these corporate structures in conjunction with a parent limited partnership fund structure to access the benefits mentioned above.

Our fund structuring offering is complemented by our deal structuring expertise. In determining investment fund structures, we ensure that the fund will be able to invest in its chosen asset class and target jurisdictions with minimal tax leakage.  This usually involves a combination of vehicles in the fund structure.

This combination is most often seen in the special situation and debt funds that we structure.  For these funds, we have developed innovative solutions to the specific tax issues that the funds present.  For example, we have developed a structure to enable a special situation fund to pursue both investing and trading strategies without compromising the tax benefits of a pure investing structure.

We also have an active and highly regarded real estate fund practice.  For real estate funds, the appropriate fund structure (partnership, offshore company and/or unit trust) depends on the type of investors, the jurisdiction of the investments and the nature of the funds activities (investing, trading and/or developing).

We also apply our expertise developed in relation to more traditional asset classes in new areas.  We have recently set up funds investing in assets as diverse as carbon credits, South American real estate and UK defaulting mortgages.

We also have market-leading expertise in all aspects of retail fund taxation and act for a number of sponsors in relation to the structuring of OEICs and unit trusts.

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