Fund Formation
Sponsors face increasing complexity in fund formation, driven by evolving investor expectations, regulatory considerations, and cross-border structuring demands. Seyfarth advises fund sponsors across asset classes and jurisdictions, delivering practical, commercially grounded counsel throughout the fund lifecycle—from formation through operation and investor engagement.
How We Help
Seyfarth has deep experience representing sponsors of real estate funds, private equity funds, “hybrid” funds, hedge funds, and related investment vehicles across a wide range of asset classes and jurisdictions. Our fund sponsor attorneys have served as lead counsel in the structuring, formation, negotiation, and operation of funds and investor conduit vehicles in the United States, Ireland, the Cayman Islands, British Virgin Islands, Hong Kong, Israel, Jersey, Luxembourg, and the Netherlands.
Our team brings a sponsor-focused perspective, grounded in a practical understanding of the legal, business, and operational issues facing sponsors and their executive teams. We regularly draft and negotiate private real estate fund, private equity fund, hedge fund, and direct investment documentation, addressing the full spectrum of issues inherent in fund structuring. These include tax considerations, financing structures, REIT matters (where applicable), ERISA and fiduciary concerns, and sponsor compensation arrangements, whether funds are capitalized by US private or governmental pension plans, multi-employer plans, endowments, family offices, other institutional investors, or non-US institutional and high-net-worth investors.
At any given time, Seyfarth is actively advising clients on multiple private real estate, mezzanine debt, and private equity fund formation engagements, as well as representing institutional investors in fund investments. Our fund formation matters typically involve aggregate investor equity commitments ranging from $100 million to $500 million, with experience on both larger and smaller transactions.
- Represented the sponsor of a public-private partnership via a $500 million fund to build new affordable workforce housing using unionized labor is the first of its type in the nation.
- Represented the sponsors in the development, launch, and closing of a US real estate opportunity fund focusing on commercial office and industrial properties in the west and southwest US.
- Represented a sponsor in its second, third, and fourth hospitality funds, raising nearly $1 billion.
- Represented a fund sponsor in its funds' co-investment transactions aggregating over $600 million.
- Represent a sponsor in a $700 million fund being formed to originate high quality commercial mortgages.
- Represent a private equity fund sponsor in over $2 billion of its funds' investments in real estate platforms, including hospitality, industrial, multifamily, mixed-use, and office.
- Represent a sponsor in its third discretionary fund formed to make multifamily investments.
- Represented sponsor in a $100 million fund formed to make commercial mortgages on hospitality properties.
- Represented the sponsors in the development and launch of an open-ended real estate opportunity fund focusing on US commercial office and industrial properties.
- Represented the sponsors in the development and launch of an open-ended real estate opportunity fund focusing on US self-storage properties.
- Represented a US sponsor in the structuring, formation and documentation of a leveraged Cayman corporation to invest non-US institutional investor capital in US real estate funds acquiring multifamily housing and commercial office properties.
- Represented a US sponsor in the structuring, formation and documentation of a multiple-tranche fund investing in core and non-core opportunistic commercial real estate in the southeastern US.
- Represented a US sponsor in the structuring, formation, negotiation, and syndication of several real estate funds targeting the acquisition of existing investor positions in US, UK, and German real estate assets.
- Represented a blind pool real estate fund raising funding primarily from public pension funds. The fund included a promote structure in which the seed pension funds would participate.
- Represented a US real estate debt-focused private fund, in its structuring, formation and successful capital raise of over $200 million in equity capital commitments from institutional investors, family offices and HNW individuals in the US and Israel.
- Represented the sponsors in the development, launch, and closing of a US small-cap special situation fund, and in its subsequent investments in structured convertible debt and warrants issued by microcap public and private companies in the US and overseas, as well as in real estate DIP loans and various preferred equity and bridge loans.
- Represented a fund sponsor in the structuring and documentation of a hybrid/hedge fund to be marketed to US investors that would invest primarily in high yield debt of non-US real estate companies.
- Represented the sponsor, a French publicly-traded real estate company, in the structuring, formation, negotiation, and syndication to US and European institutional investors, including several major US pension plan investors, of a $300 million fund to invest in French real estate.
- Represented an individual management team in the structuring and negotiation of a private equity fund sponsored by affiliates of a major US REIT to effect non-REIT-eligible investments.
- Represented a commercial real estate investment group joint venture in the initial launch of a substantial real estate debt-focused fund including a heavily negotiated $50 million seed investment from an institutional investor group, a domestic US limited partnership fund for US investors, and a parallel Cayman Islands corporate “blocker” and offshore feeder vehicle to accommodate substantial non-US investor interest.
- Represented a real estate private equity firm in the formation of a $200+ million debt fund that will make loans for acquisitions and construction, as well as bridge and condo-inventory loans.
- Represented a private equity firm in the formation of a EPCM debt fund.
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Sponsors face increasing complexity in fund formation, driven by evolving investor expectations, regulatory considerations, and cross-border structuring demands. Seyfarth advises fund sponsors across asset classes and jurisdictions, delivering practical, commercially grounded counsel throughout the fund lifecycle—from formation through operation and investor engagement.
How We Help
Seyfarth has deep experience representing sponsors of real estate funds, private equity funds, “hybrid” funds, hedge funds, and related investment vehicles across a wide range of asset classes and jurisdictions. Our fund sponsor attorneys have served as lead counsel in the structuring, formation, negotiation, and operation of funds and investor conduit vehicles in the United States, Ireland, the Cayman Islands, British Virgin Islands, Hong Kong, Israel, Jersey, Luxembourg, and the Netherlands.
Our team brings a sponsor-focused perspective, grounded in a practical understanding of the legal, business, and operational issues facing sponsors and their executive teams. We regularly draft and negotiate private real estate fund, private equity fund, hedge fund, and direct investment documentation, addressing the full spectrum of issues inherent in fund structuring. These include tax considerations, financing structures, REIT matters (where applicable), ERISA and fiduciary concerns, and sponsor compensation arrangements, whether funds are capitalized by US private or governmental pension plans, multi-employer plans, endowments, family offices, other institutional investors, or non-US institutional and high-net-worth investors.
At any given time, Seyfarth is actively advising clients on multiple private real estate, mezzanine debt, and private equity fund formation engagements, as well as representing institutional investors in fund investments. Our fund formation matters typically involve aggregate investor equity commitments ranging from $100 million to $500 million, with experience on both larger and smaller transactions.
Related Practices
Related Key Industries
- Represented the sponsor of a public-private partnership via a $500 million fund to build new affordable workforce housing using unionized labor is the first of its type in the nation.
- Represented the sponsors in the development, launch, and closing of a US real estate opportunity fund focusing on commercial office and industrial properties in the west and southwest US.
- Represented a sponsor in its second, third, and fourth hospitality funds, raising nearly $1 billion.
- Represented a fund sponsor in its funds' co-investment transactions aggregating over $600 million.
- Represent a sponsor in a $700 million fund being formed to originate high quality commercial mortgages.
- Represent a private equity fund sponsor in over $2 billion of its funds' investments in real estate platforms, including hospitality, industrial, multifamily, mixed-use, and office.
- Represent a sponsor in its third discretionary fund formed to make multifamily investments.
- Represented sponsor in a $100 million fund formed to make commercial mortgages on hospitality properties.
- Represented the sponsors in the development and launch of an open-ended real estate opportunity fund focusing on US commercial office and industrial properties.
- Represented the sponsors in the development and launch of an open-ended real estate opportunity fund focusing on US self-storage properties.
- Represented a US sponsor in the structuring, formation and documentation of a leveraged Cayman corporation to invest non-US institutional investor capital in US real estate funds acquiring multifamily housing and commercial office properties.
- Represented a US sponsor in the structuring, formation and documentation of a multiple-tranche fund investing in core and non-core opportunistic commercial real estate in the southeastern US.
- Represented a US sponsor in the structuring, formation, negotiation, and syndication of several real estate funds targeting the acquisition of existing investor positions in US, UK, and German real estate assets.
- Represented a blind pool real estate fund raising funding primarily from public pension funds. The fund included a promote structure in which the seed pension funds would participate.
- Represented a US real estate debt-focused private fund, in its structuring, formation and successful capital raise of over $200 million in equity capital commitments from institutional investors, family offices and HNW individuals in the US and Israel.
- Represented the sponsors in the development, launch, and closing of a US small-cap special situation fund, and in its subsequent investments in structured convertible debt and warrants issued by microcap public and private companies in the US and overseas, as well as in real estate DIP loans and various preferred equity and bridge loans.
- Represented a fund sponsor in the structuring and documentation of a hybrid/hedge fund to be marketed to US investors that would invest primarily in high yield debt of non-US real estate companies.
- Represented the sponsor, a French publicly-traded real estate company, in the structuring, formation, negotiation, and syndication to US and European institutional investors, including several major US pension plan investors, of a $300 million fund to invest in French real estate.
- Represented an individual management team in the structuring and negotiation of a private equity fund sponsored by affiliates of a major US REIT to effect non-REIT-eligible investments.
- Represented a commercial real estate investment group joint venture in the initial launch of a substantial real estate debt-focused fund including a heavily negotiated $50 million seed investment from an institutional investor group, a domestic US limited partnership fund for US investors, and a parallel Cayman Islands corporate “blocker” and offshore feeder vehicle to accommodate substantial non-US investor interest.
- Represented a real estate private equity firm in the formation of a $200+ million debt fund that will make loans for acquisitions and construction, as well as bridge and condo-inventory loans.
- Represented a private equity firm in the formation of a EPCM debt fund.
Related News & Insights
-
Firm News
06/04/2026
Seyfarth Earns Top Rankings in Chambers USA 2026
-
Speaking Engagement
10/22/2025
Matthew Peurach to Speak at Bisnow's National Opportunity Zones Digital Summit
-
Legal Update
07/07/2025
7 Key Changes to the Qualified Opportunity Zone Incentive Under the One Big Beautiful Bill Act
-
Media Mentions
07/01/2025
Seyfarth’s Addition of 22-Lawyer Group Earns Extensive Coverage Across Multiple Major Media Outlets