VC Fund Formation

Venture capital funds and their associated start-up incubators are frequently the lifeblood of new technology and goods that we cannot do without. Our venture capital services provide tailored solutions for each venture capital fund and the firms it invests in. We are committed to assisting fund managers with all elements of fund formation, management, and compliance with applicable rules and regulations governing venture capital funds. We excel in assisting you in putting your fund together correctly and positioning yourself in the best possible way.

Whether this is a first time incubator fund or you are a seasoned venture capital fund manager, we will make sure you comply with the law and have the very best legal resource for your VC fund. Our services include:

  • Advising on the best structure for the fund. (limited liability company, limited partnership or other entity)

  • Drafting Limited Partnership Agreements, Private Placement Memorandums & Subscription Agreements and the required investor facing agreements to successfully launch your vc fund.

  • Review of marketing materials and pitch decks for proper risk factors / disclosure

  • Corporate governance, benefits plan changes and securities reporting

SEC & State Compliance

Securities legislation can be complex and time-consuming. We ensure that your offering documentation, investor-facing marketing, and other crucial problems comply with the law. We assist in determining the most relevant regulations and then file the required papers with the SEC and any applicable state regulators. Randall & Associates keeps up with all SEC and BlueSky registration and disclosure obligations, so you do not have to worry.

  • Preparing SEC FORM D and the applicable state securities “blue sky” filings

  • SEC and state registrations

  • Rule 506(c) of Regulation D (or other applicable exemption under Regulation D or Regulation CF) and the associated requirements for accredited investor verification.

VC Fund Support

Our venture capital fund lawyers assist our fund manager clients in planning, designing, valuing, negotiating, and finalizing relationships with fund administrators, accountants, brokers, and other service providers. More specifically:

  • Advising on new rules and laws applicable to vc funds and vc fund managers

  • Structuring the fund and related provisions dealing with compensation, liquidity and valuations.

  • Structuring entities to limit liability

  • Advising on off-shore structures for non-U.S. and tax exempt investors in jurisdictions like Cayman Islands.

  • Corporate governance for the fund and management entities and ongoing SEC compliance and reporting

  • Term Sheets and investment documents for deploying the venture capital funds into target investments.