The Delaware Supreme Court yesterday upheld the enforceability of forfeiture-for-competition provisions in limited partnership agreements, reversing the Court of Chancery, which had reasoned that such provisions should be...more
The Economic Crime and Corporate Transparency Act 2023 (“ECCTA”) introduces changes to UK company law to ensure accuracy of public information and reduce the possibility of fraud. Some of the key points are:...more
The Economic Crime and Corporate Transparency Act (ECCTA) became law on 26 October 2023, having completed the legislative process and received Royal Assent. Part 2 of ECCTA introduces significant reforms to UK limited...more
Secondary transactions led by a general partner (GP) have gained significant traction as an alternative liquidity solution for venture capital managers “managing out” their older vintage funds with valuable – but often...more
Israeli investment funds are incorporated as limited partnerships under the Israeli Partnerships Ordinance. Investors are “limited partners” and the fund manager (or another corporation acting on its behalf) is the “general...more
Amongst the changes to the Limited Partnerships (Jersey) Law 1994 (the “LP Law”) that have been implemented, included are changes that both helpfully clarify and confirm certain provisions of the existing law with respect to...more
In Benge v. Thomas, a settlor created a trust and appointed her daughter, Missi, as the trustee. No. 13-18-00619-CV, 2020 Tex. App. LEXIS 6888 (Tex. App.—Corpus Christi August 27, 2020, no pet.)....more
The Institutional Limited Partners Association (ILPA) released a Model Limited Partnership Agreement (LPA) for general partners (GPs) and limited partners (LPs) structuring private fund investment transactions in October...more
The Hong Kong Financial Secretary announced in his 2019-20 Budget speech that the government was seeking to establish a limited partnership regime for funds (LPF), in order to facilitate industry development while maintaining...more
With the help of 20 internal and external counsel who comprised the LPA Task Force, including Nossaman’s own Partners Yuliya Oryol and Douglas Schwartz, the Institutional Limited Partners Association (ILPA) has finally...more
The secondary market has experienced rapid growth over the past decade, and that growth has been particularly fast in the last five years. The most striking feature of this growth is the general partner (GP)-led secondary...more
The Institutional Limited Partners Association (“ILPA”), the body that represents members of the international limited partner community, has recently revised its Principles for Fostering Transparency, Governance and...more
In this episode, demonstrating solutions in fund formation and negotiation, Akin Gump investment management lawyers Jim Deeken and Gechi Tesic perform a mock negotiation between a private equity firm and a pension fund...more
Attorney David Davenport explains the importance of a clearly defined Year 15 exit plan as part of a healthy foundation for an LIHTC project partnership. LIHTC (low-income housing tax credit) deals thrive on their win-win...more
In response to the increasing prevalence of general partner (GP)-led secondary fund restructurings, the Institutional Limited Partners Association (ILPA) has released guidance regarding this practice. ...more
Two decisions from the Court of Chancery — Dieckman v. Regency GP LP, C.A. No. 11130-CB (Del. Ch. Feb. 20, 2018) and Mesirov v. Enbridge Energy Co., C.A. No. 11314-VCS (Del. Ch. Aug. 29, 2018) — emphasize a significant...more
It matters whether a claim may be characterized as a direct claim belonging to the owners of an entity or as a derivative claim that may only be brought in the name of the entity. This decision explains which is which in the...more
Can limited partnerships have officers? In many cases, individuals with officer titles will actually be officers of the general partner. My question is whether a limited partnership itself may have officers....more
In Rainier Income Fund I v. Gans, two limited partnerships sued an individual, who was the president of the general partner of the partnerships and co-owner of the only other limited partner, for breaching fiduciary duties...more
On January 29, 2016, the Institutional Limited Partners Association (ILPA) unveiled its fee reporting template (the Template) together with accompanying guidance (the Guidance). The Template has been produced based on...more
On December 31, 2015, after a 15-year phase-out (originally intended to last only nine years), Pennsylvania's 171 year-old capital stock tax finally expired....more
ESG Capital Partners II L.P. v. Passport Special Opportunities Master Fund L.P, C.A. 11053-VCL (December 16, 2015) This is an interesting decision for 2 reasons. First, the Court explains what might have seemed obvious...more
Private equity fund sponsors are facing increased litigation risk from regulators and private parties, including limited partners and stakeholders in portfolio companies. As a result, private equity firms should re-examine...more
On June 24, 2015, the new Limited Partnership Act was announced by President Ma Ying-jeou and will become effective on a date to be set by the Executive Yuan. The Act allows the establishment of a limited partnership in...more