Scott R. MacLeod focuses his practice on investment fund matters. He represents investment advisers, banks and related investment management clients in hedge fund, private equity, as well as bank collective and common trust fund matters. Scott is experienced advising SEC and state-registered and exempt investment advisers in virtually all aspects of regulatory and fiduciary issues related to the Investment Advisers Act of 1940. He advises clients regarding mergers and acquisitions, client contracts, disclosure documents, inspections and enforcement proceedings, compliance, SEC filings, ERISA rules in relation to pension advisers, soft dollar and custody matters, wrap accounts, and investment performance advertising and marketing matters.
Scott is experienced with onshore and offshore hedge funds and private equity funds. He advises clients on the creation of master-feeder funds, registered hedge funds, insurance dedicated funds and funds of funds. Scott assists clients with a variety of private fund matters, including drafting, reviewing or addressing structural issues, term sheets, private placement memoranda, partnership or operating agreements and investor subscription agreements; advising regarding applicable state and federal securities laws; negotiating with investors' counsel; drafting fund contracts with service providers; negotiating and forming the operating agreement for the fund manager; addressing broker/dealer issues related to fund sales; restructuring or renegotiating documentation as needed; and assisting with investor correspondence.