Practice Areas

Focused expertise in securities, corporate, and real estate law for operators who move fast and expect precision.

Syndications

Compliant offerings that protect you and attract investors

Our syndication legal services help lead sponsors structure deals legally, raise capital from passive investors, and stay compliant with securities laws. From entity setup to investor documents, we provide expert guidance so you can focus on launching and scaling your business with confidence.

Discuss Your Syndication Needs

What We Deliver

  • Private Placement Memorandums and Subscription Booklets
  • Operating Agreements and Limited Partnership Agreements
  • Federal and State Blue Sky Securities Filings

Common Questions

A syndication is a legal structure that allows multiple investors to pool capital into a single investment opportunity – typically real estate or other alternative assets. It gives investors access to deals that may be too large or complex to take down on their own.

The sponsor (or syndicator) identifies an investment, sets up the legal structure, and raises capital from passive investors. The sponsor manages the deal, while investors contribute funds and share in the profits – usually through preferred returns and equity splits.

Multifamily is the most common, but syndications are used for self-storage, mobile home parks, industrial properties, hotels, and even non-real estate assets like startups, energy projects, or specialty funds.

You'll typically use an LLC or LP for the investment entity, draft offering documents (PPM, subscription agreements, operating agreement), and file under Regulation D (506(b) or 506(c)). That's where we come in – to make sure you stay compliant and protected.

506(b) allows you to raise capital from accredited and up to 35 non-accredited investors – but you can't advertise. 506(c) allows public marketing but requires strict accredited investor verification. Each has pros and cons, depending on your strategy.

Funds

Institutional-quality fund documentation

Our experienced fund attorneys partner with fund managers to structure legally compliant investment funds—from fund-of-funds to private equity and beyond. We prepare private placement memorandums (PPMs), operating agreements, limited partnership agreements, subscription documents, and handle Regulation D and state filings, so you can raise capital with confidence.

Discuss Your Fund Needs

What We Deliver

  • Private Placement Memorandums and Subscription Booklets
  • Operating Agreements and Limited Partnership Agreements
  • Federal and State Blue Sky Securities Filings

Common Questions

Private funds are offered under exemptions from registration, typically under Regulation D. They're often used for hedge funds, private equity, venture capital, or real estate. Public funds, on the other hand, are registered with the SEC and available to the broader public, like mutual funds or ETFs, and come with heavier compliance requirements.

You can launch various types of funds, including real estate funds, fund of funds, venture capital funds, debt funds, and income-focused vehicles. We'll help you determine the right structure for your strategy, target investor base, and long-term goals.

At a minimum, you'll need: a Private Placement Memorandum (PPM), Limited Partnership Agreement or Operating Agreement, Subscription Agreement, Investor Questionnaire, and Federal and State Securities Filings (Form D + Blue Sky). RaiseLaw drafts everything, customized to your fund model, risk profile, and investor needs.

The Investment Company Act of 1940 governs the operation of pooled investment vehicles. Most private funds avoid registration by qualifying for an exemption (like 3(c)(1) or 3(c)(7)). If your fund structure doesn't fit those boxes, you could face serious regulatory scrutiny, which is why getting the setup right is crucial.

Form ADV is a required disclosure for Registered Investment Advisers (RIAs). If your fund offers individualized investment advice or multiple investment options, you may trigger RIA registration. We'll help you avoid registration (if that's your goal) or guide you through the process if you do need it.

Corporate

Legal foundations for growing companies

We provide entrepreneurs with corporate law services to structure their entities for protection, flexibility, and growth. From operating agreements and cap tables to joint ventures and LLCs, we ensure your business is prepared for capital, partners, and scale.

Discuss Your Corporate Needs

What We Deliver

  • Operating Agreements, Limited Partnership Agreements, and Bylaws
  • Stock Plans, Stock Options, SAFEs, and Restricted Stock Units
  • Deal Structuring, Joint Ventures, and 1031 Exchanges

Common Questions

It depends on your goals. LLCs are great for flexibility and pass-through taxation. Corporations may be better if you're raising venture capital or issuing stock. We'll help you choose and form the right entity based on your strategy, liability protection, and tax preferences.

LLCs offer flexibility and simpler management, perfect for most real estate and closely held businesses. Corporations are better suited for companies looking to issue equity, raise outside capital, or plan for future liquidity events. We'll guide you based on your long-term vision.

Founders often overlook this, but it's critical. You'll need an Operating Agreement (for LLCs) or Bylaws and Shareholder Agreements (for corporations), plus cap tables, subscription docs, and any investor agreements. We make sure your business is built on a solid legal foundation.

You need a clear agreement, not just a handshake. We draft custom joint venture or partnership agreements that define roles, responsibilities, equity splits, contributions, and exit terms. Clarity on the front end prevents lawsuits on the back end.

We act as your outsourced legal team, helping with formations, operating agreements, cap tables, capital raises, and strategic structuring. You're not just getting a document drafter — you're getting a business-savvy legal partner who helps you scale smarter and protect your position.

Commercial Real Estate

Precision and speed for every transaction

We help real estate buyers, sellers, investors, and syndicators close smooth, compliant, and high-stakes transactions. From term sheet to title, our real estate syndication attorneys manage every legal detail with speed, precision, and practical expertise—so you can focus on the deal, not the paperwork.

Discuss Your Commercial Real Estate Needs

What We Deliver

  • Purchase and Sale Agreements
  • Title and Survey
  • Loan Negotiation
  • Closing Services

Common Questions

We review and negotiate your purchase and sale agreement, loan documents, title, survey, and all closing documents. Our job is to spot red flags, protect your interests, and ensure your deal gets across the finish line smoothly and legally sound.

Brokers negotiate the deal. Title handles paperwork. But only your attorney is there to protect you legally. We catch the things others miss, legal language, hidden liabilities, zoning issues, and lender traps, before they become expensive mistakes.

We review everything from interest rate terms to carveouts, prepayment penalties, personal guarantees, and covenants. Lenders draft docs to protect themselves, we level the playing field so you know exactly what you're signing.

The PSA outlines the deal terms, timelines, contingencies, and responsibilities of both parties. We make sure it's fair, clear, and enforceable, and we negotiate terms that align with your business objectives and risk tolerance.

We're deal closers, not deal blockers. We handle everything legal on your transaction so you can stay focused on the deal itself. From first draft to final wire, we guide you with clarity, speed, and deep commercial real estate experience.

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