Private Capital Tax

We are recognised as a leading firm for tax by Chambers and Partners and Legal 500. Clients value our technical precision and pragmatic understanding of how the private capital sector works. We don’t just advise on what the rules say – we help clients apply them in ways that support their strategy and long-term goals.

We advise private capital fund managers across the full fund lifecycle, helping them navigate complex structuring challenges and launch and manage funds more effectively.

Our advice is grounded in deep technical knowledge and real-world insight into how private capital operates. We take a collaborative approach, drawing on the firm’s expertise in policy, regulatory, corporate and private client matters to deliver integrated and coordinated tax advice. Our experts also help shape tax policy and regulation through active involvement in technical working groups.

Clients also benefit from our Private Capital Solutions Tax initiative – a forum for in-house tax professionals to share insights and learn from peers. 

We advise across the full spectrum of private capital tax issues, including:

• structuring funds to ensure effective capital raising and target market access;
• designing and implementing carried interest, co-investment and levered co-investment arrangements;
• establishing investment holding platforms, including transfer pricing and accounting advice;
• advising on bespoke products, including separate managed accounts and non-blind pool arrangements;
• supporting continuation funds, GP-led restructurings, NAV financings and innovative fund finance structures;
• acting for fund investors – including pension funds, sovereign wealth funds and funds of funds – on tax aspects of commitments and co-investments;
• ongoing house tax advice on LLP structures, VAT, employment tax and global transfer pricing;
• structuring fund manager cashflow, including application of the disguised investment management fee rules;
• representing clients in HMRC enquiries and litigation, and managing risk across domestic and international tax frameworks; and
• offering early insight and strategic input on UK and international tax policy through our active industry engagement.

Work highlights include advising:

• Hayfin on its agreement with Arctos Partners to support a management buyout, acquiring British Columbia Investment Management Corporation’s majority stake;
• Hayfin on its €6bn European direct lending fund;
• Advising multiple private capital managers on their global carried interest and co-investment arrangements;
• Synova on the closing of its fifth fund, Synova V, at its £875m hard cap;
• Alchemy on the closing of its €1bn fifth Special Opportunities fund; and
• Signal Capital Partners on its strategic partnership with Armen, the European GP-stakes investor.