Practice areas · 01
Fund Investment Advisory
Prior to committing capital to a fund, investors must have a clear understanding of the terms they are agreeing to and the risks those terms carry — from governance rights and fee structures, to liquidity restrictions, indemnification provisions, and the circumstances under which the General Partner may exercise discretion over the fund. Cardonal Consulting reviews the core fund documentation — including the Limited Partnership Agreement, Subscription Agreement, Private Placement Memorandum, and ILPA Due Diligence Questionnaire — and prepares a legal report that goes beyond a mere summary: we read, interpret, and translate these documents into terms our clients can act on, identifying which provisions carry the most weight for their specific situation.
This process also produces a set of due diligence questions to be discussed with the fund manager, drafted not simply to flag gaps in the documentation, but to clarify the reasoning behind key structural decisions relevant to the parties involved in them — giving our clients a fuller picture of how the fund actually intends to operates in practice.
Where the structure proposed by the General Partner includes more than one investment vehicle — for instance, parallel vehicles organized by tax jurisdiction or investor type — we advise on which of these vehicles best aligns with the investor’s regulatory obligations, tax profile, and internal investment policy, so that the decision is made deliberately.
Who this is for
We conduct a full legal review of the fund’s documentation and prepare a tailored legal report prior to any capital commitment, including key terms, due diligence questions for the fund manager, and — where the review identifies matters requiring protection — the corresponding side letter provisions or documented responses to those questions.
We prepare institutional due diligence reports that meet the internal compliance standards these institutions are subject to, together with vehicle selection advisory aligned with their regulatory obligations and, where warranted, the side letter language or due diligence responses needed to resolve any issues identified.
We review both the local feeder vehicle and the underlying foreign fund, providing analysis intended for the manager’s internal use as well as for the institutional investors subscribing into the feeder.
Considering a commitment to a new fund and need a clear understanding of what you’re signing? Contact us to arrange a review of the fund’s documentation and discuss the next steps toward closing.