Legal Counsel for Fund Managers Structuring, Launching, and Scaling Investment Vehicles
You’re here because you’re forming a vehicle that will define your relationship with investors for the life of the fund, and the wrong legal structure can cost you control, economics, or the raise itself.
At Faison Law Group, we advise fund managers and sponsors across private equity, private credit, hedge fund, real estate, venture capital, and digital asset strategies on structures that meet investor diligence standards, protect fund economics, and close on schedule.
Leading Investment Firms Nationwide Trust Faison Law Group For Legal Guidance








Legal Challenges We Help Fund Managers Resolve
Fund formation produces the structure and documents that govern the fund for its full life. Institutional investors review this material closely before committing capital, and issues left unresolved at formation often resurface later, during an investor’s own diligence process.
- Only 327 US private equity funds reached a final close in 2025, the lowest count since 2013 (PitchBook)
- US venture funds saw just 537 closings in 2025, only 30% of the number that closed in 2021 (PitchBook/NVCA)
- Incomplete fund formation documents and improperly established entities are common findings in investor due diligence (Carta)
We work with emerging managers, sponsors, and their advisors to resolve these issues at formation, before they slow a raise, affect investor confidence, or lock in terms the fund is stuck with for years.
Entity and Vehicle Selection
You’re weighing whether a limited partnership, LLC, or series structure best fits your investment strategy, tax objectives, and investor base.
Fund Document Completeness
You question whether your LPA, management agreement, subscription documents, or private placement memorandum will hold up once an institutional investor begins its diligence review.
Side Letter and MFN Obligations
Side letters or most-favored-nation provisions are in place or under negotiation, and you want to understand the obligations they’ll create for the fund going forward.
Regulatory and Filing Compliance
Your investor base includes institutional investors, family offices, or other outside capital, and you need clarity on your obligations under the Securities Act of 1933, the Investment Company Act of 1940, and the Investment Advisers Act of 1940, along with your Blue Sky and Form D filings.
Carry and Waterfall Structuring
You’re negotiating waterfall provisions, management fees, or your GP commitment, and want to understand how those terms will affect your economics over the fund’s life.
Ongoing Fund Compliance
You want to know what continues after your first close: capital call administration, ERA or RIA filings, amendments to your fund documents, and adjustments to management or performance fees are all part of running the fund going forward.
Fund Formation Practice Areas
We provide fund formation counsel across hedge, private credit, private equity, real estate, venture capital, and digital asset funds.
- Limited Partnership Formation
- LLC Operating Agreements for General Partners and Management Companies
- Limited Partnership Agreement Drafting
- Subscription Documents and Private Placement Memoranda
- Waterfall Provision Structuring
- SEC and Blue Sky Filings
- Form D and Notice Filings
- Fund Registration Exemption Analysis
- Early-Stage Vehicle Structuring for Hedge, PE and VC Funds
- Investor Negotiations, Side Letters, and Capital Call Administration
- Fund Document Amendments and Fee Adjustments
Why Managers and Sponsors Choose Faison Law Group for Fund Formation
Forming a fund takes more than filing paperwork. It takes counsel who understands fund economics, investor expectations, and the obligations a manager carries for the life of the fund.
Transparent
Pricing
Our engagement models are clear and predictable, with no surprise bills and no unnecessary complexity. You know what you’re paying before we start.
Partner-Level Execution
Your fund is structured by senior attorneys with direct experience representing general partners, and your matter is never handed off to junior associates.
Full-Transaction Coverage
From entity structuring and documentation through investor negotiations, closings, and ongoing compliance, we stay with fund managers through every stage of the fund.