Raj Marphatia, Co-Practice Group Leader Harvard Law School, 1988 800-951-4888 x7538 raj.marphatia@ropesgray.com

How big is our practice group?
The Private Investment Funds Group ("PIFG") consists of approximately 100 lawyers, including partners, associates, counsel and offsite lawyers. The lawyers in the PIFG are located in all of the firm's domestic offices as well as in our European and Asian offices.

Marc Biamonte (Boston College Law School ’02) is currently working on the launch of three private equity funds including a mid-market LBO fund, a venture capital fund focused on healthcare and a fund-of-funds investing in both primary and secondary private equity funds as well as direct co-investments.  He is also assisting two sponsors with their registration with the Securities and Exchange Commission under the Investment Advisers Act of 1940.  Marc recently assisted a client in the establishment of a number of separately managed accounts focusing on private equity.  In addition to his representation of private equity sponsors in connection with their fund raising activities, Marc also represents a number of hedge funds and their advisers.

Peter Laybourn (Duke University School of Law ’04) regularly assists private equity and hedge funds in their fund raising activities as well as internal operations and investment activities. Currently, Peter is advising a hedge fund in its acquisition on a global scale of multiple distressed debt trades.  In addition, he has recently worked on an investment for a private equity client in a fitness company. Peter also regularly represents a private university endowment in its investments in private equity funds and the acquisitions and dispositions of other types of investments.

Zaid van Giffen (Harvard Law School '07) is currently assisting an investment firm with the formation of a new fund that involves creating legal entities and partnership documents as well as negotiating fund terms with potential investors. Recently, Zaid advised a group of investors in connection with the proposed sale of funds in which they were invested as a result of the pending dissolution of the fund sponsor.  Zaid frequently represents a variety of U.S. and non-U.S. investors (including endowments, foundations, pension funds, sovereign funds, and funds of funds) in connection with their existing or proposed investments in hedge funds and other private investment funds.

Susan Eisenberg (Vanderbilt University Law School '07) represents venture capital, private equity, and fund of funds sponsors in the structuring and creation of investment funds and other co-investment vehicles for activities both in the United States and abroad.  She also assists a wide variety of institutional investors with secondary sales and purchases of interests in private equity, venture, distressed, natural resources, and real estate investment funds and stock of privately-held companies.  Susan also works with asset managers on federal and state regulatory compliance matters.  In addition, Susan reviews and negotiates derivatives documents for private investment fund clients.

Rob Emerson (Fordham School of Law ‘08) is currently assisting several private equity funds in various phases of their fundraising process.  He is also working with a sponsor to create new entities and to draft governing documents that will allow the management company’s employees, friends and family to co-invest alongside the main fund.  Rob regularly advises a fund on secondary transactions, including one with increased legal complexities resulting from the assets being held by a receivership.  In addition, he also advises the owners of a private equity fund on issues stemming from the sale of equity in its management company and registered investment advisers to a third party.  This includes insuring compliance with all partnership agreements, side letters and federal and state securities laws as well as analyzing and drafting on a case by case basis the necessary investor consents for each fund, separately managed account and joint venture.

What do we do?
The PIFG has one of the largest and most sophisticated private investment funds practice in the country. The firm has earned the top ranking for six consecutive years (2003 - 2009) in Dow Jones Private Equity Analyst's list of the "most active law firms by number of funds," advising both fund sponsors and investors in connection with the formation and the investment of private funds. The Group draws on expertise across a variety of practice groups within the firm, but lawyers who devote all or a substantial portion of their time to this practice are predominately corporate and tax & benefits lawyers. There are two primary areas within the PIFG: fund sponsor representation (i.e., fund formation), and fund investor representation (i.e., fund investments).

Fund Formation
The PIFG organizes the full range of private investment funds, including leveraged buyout funds, venture capital funds, funds of funds, CDO funds, hedge funds, mezzanine funds, infrastructure, emerging markets, distressed securities, RMB, and commodity related funds. We also have organized numerous funds in the natural resources, real estate, energy, technology, and health fields.

Fund Investments
The PIFG also represents a significant number of university endowments, foundations, funds of funds, pension funds, and other institutional investors in connection with their investments in hundreds of private equity, mezzanine, venture, CDO, funds of funds, hedge funds, real estate, natural resources, infrastructure, emerging markets, distressed securities, and other funds, as well as in co-investment and direct investment opportunities and separate accounts.

• During 2010, we acted as counsel for the general partner/manager in organizing 51 private equity/venture capital type investment funds that held a closing in 2010.
• We acted as counsel for over 40 limited partner-clients in connection with their investments in approximately 225 separate private equity/venture capital type investment funds which all held a closing during calendar year 2010. The PIFG represented limited partner clients who invested during 2010 in every one of the largest U.S. buy-out funds that came to market in 2010.
• We act as lead counsel for several of the leading European, Africa, Australian, and other international fund groups.
• Our attorneys have vast experience in structuring these funds and extensive expertise in analyzing relevant ERISA, securities, investment company and tax issues.
• We represent many leading university endowments, foundations, funds of funds, pension funds and other major institutional investors in connection with their investments in private equity, mezzanine, venture, CDO, hedge and other funds. Of the ten largest college and university endowments, we represent five of them (Harvard University, Yale University, Stanford University, Columbia University, and the University of California).
• We are involved on one side or the other in the organization of virtually all of the significant private funds brought to market.
• Our unsurpassed familiarity with market terms in virtually every type of fund gives us a unique vantage point from which we can assist in fund formation and investor negotiations.
• We assist in organizing investment management companies which offer a wide range of private fund investment products.
• Over the past six years, we have acted as counsel for the general partner/sponsor in organizing approximately 530 separate private equity/venture capital type investment funds, of which approximately 55% were sponsored by U.S. based managers and the balance (45%) were sponsored by non-U.S. based managers. The total aggregate capital commitments to the 530 funds was approximately $450 billion, and 44 of the funds had capital commitments in excess of $1 billion. The size of the 530 funds ranged from over $10 billion to $15 billion.
• Over the past six years, we have acted as counsel for over 100 separate investors in connection with their investments in approximately 2,250 separate private investment funds (i.e., leveraged buyout, venture capital, energy, infrastructure, mezzanine, fixed income, distressed securities, real estate, among others).
• We also have extensive experience in the secondary fund market, organizing secondary funds and structuring and implementing secondary fund transactions. Over the past four years, we have completed over 175 secondary transactions. We have served as counsel on the buy-side for over 75 transactions totaling approximate $3.5 billion, and we have served as counsel on the sell-side for over 100 transactions totaling over $2.8 billion.