Businesses of all types and sizes throughout the United States, Mexico and beyond bring their disputes to Gardere's litigation team and receive practical, responsive, boutique-style attention in return. Our clients have access to the firepower and value of a well-known and highly-regarded Firm's capabilities and interdisciplinary strengths.
Gardere has a national and international energy practice formed around our Energy Industry Team, which is a multidisciplinary group of approximately 80 attorneys with diverse backgrounds, experience and skills specific to the energy industry. Our team includes attorneys who have served as in-house counsel for major energy companies, providing a depth of insight into our clients' needs, issues and concerns. We understand and regularly practice in virtually every sector of the energy, and we represent a wide variety of industry participants from multinational corporations to individuals.
From our offices in the United States and Mexico, our International Practice helps clients operate in today’s global economy. We have more than 30 professionals operating as a boutique within an Am Law 200 law firm and are able to provide focused service with the resources of a large firm. We understand that clients who are engaged in the global marketplace need lawyers who can operate seamlessly across multiple jurisdictions. Our international experts are multi-lingual, are culturally fluent and intimately familiar with various legal systems across the world, especially those in Latin America. Whether you need help with commercial transactions, regulatory matters, customs and import regulations, immigration matters, M&A and joint ventures, international disputes, or international tax planning, Gardere’s international team is here to assist you.
We represent domestic and foreign private funds in all aspects of fund formation, fund operations, platform and add-on acquisitions, and portfolio company operations. Our team has a reputation for being the go-to-lawyers for private equity funds, hedge funds, venture capital funds and family offices. We are known for our vast deal experience, the efficient way we staff and manage our work, and the way we maintain our relationships. We get deals done with sophisticated, strategic, and practical advice tailored to the needs of our clients.
*Not admitted to practice law.
Under a rule recently adopted by the Securities and Exchange Commission (PDF), various SEC-registered investment advisers that manage private funds will be obligated to periodically file new Form PF. The rule and the Form have been adopted to implement provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The information provided by the filed Form will be used by the Financial Stability Oversight Council (the “FSOC”) and other regulatory agencies to assess systemic risks to the United States financial system that may be posed by private funds.
The requirement to file Form PF with the SEC is imposed only on an SEC-registered investment adviser advising one or more “private funds” – a private investment fund relying on the Section 3(c)(1) or the Section 3(c)(7) exemption from registration under the Investment Company Act of 1940, as amended – with at least $150 million of assets. The type and the scope of the information that must be provided in the Form PF, and how often the Form PF must be filed, by an adviser depends on the size and the type of the private fund or private funds that it advises.
Each adviser obligated to file Form PF that does not fall within one of the categories of a large adviser described below must provide basic information on Form PF and file it within 120 days after the end of the adviser’s fiscal year. The basic information to be reported includes gross and net assets of each fund, fund-performance data, fund borrowings and information regarding certain creditors and certain beneficial ownership of each fund. A “large adviser” that advises a private fund meeting one of the following criteria must provide specified kinds of information, in addition to the basic information, by filing Form PF at the following times:
In general, the additional detailed information to be provided in Form PF by a large adviser regarding:
The obligation to file Form PF will become applicable in two stages:
The information provided by a filed Form PF will not be available to investors or the public. On a confidential basis, the SEC will provide such information to the FSOC and may share such information with other governmental regulatory agencies and self-regulatory organizations. The SEC may also use the information in connection with its examinations of, and enforcement actions against, advisers.
OUR TAKE: Although the deadline for filing the initial Form PF is now many months away, the information that may be required to be provided in Form PF is extensive and detailed. Accordingly, advisers subject to the filing requirement should promptly begin to review the Form and the information and processes that will be necessary to prepare and file it.
* A “hedge fund” is a private fund that has a performance fee or allocation calculated by taking into account unrealized gains; may borrow an amount in excess of one-half of its net asset value (including any committed capital) or may have gross notional exposure in excess of twice its net asset value (including any committed capital); or may sell securities or other assets short.
A “liquidity fund” is a private fund that seeks to generate income by investing in a portfolio of short-term obligations in order to maintain a stable net asset value per unit or minimize principal volatility for investors (e.g., a money-market fund).
A “private equity fund” is a private fund that is not a hedge fund, liquidity fund, real estate fund, securitized asset fund or venture capital fund and does not provide investors with redemption rights in the ordinary course.
The publications contained in this site do not constitute legal advice. Legal advice can only be given with knowledge of the client's specific facts. By putting these publications on our website we do not intend to create a lawyer-client relationship with the user. Materials may not reflect the most current legal developments, verdicts or settlements. This information should in no way be taken as an indication of future results.
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