VC Fund Formation

Venture capital funds and their related start-up incubators are often the lifeblood of new technologies and products we can’t live without. Our venture capital services offers custom solutions designed for each venture capital fund and the companies they invest in. We are focused on helping fund managers with all aspects of the formation, management and compliance with the applicable laws and regulations venture capital fund managers face. We excel at helping you put your fund together properly and positioning yourself in the best way possible.

Whether this is a first time incubator fund or you are a seasoned venture capital fund manager, we will make sure you comply with the law and have the very best legal resource for your VC fund. Our services include:

  • Advising on the best structure for the fund. (limited liability company, limited partnership or other entity)

  • Drafting Limited Partnership Agreements, Private Placement Memorandums & Subscription Agreements and the required investor facing agreements to successfully launch your vc fund.

  • Review of marketing materials and pitch decks for proper risk factors / disclosure

  • Corporate governance, benefits plan changes and securities reporting


SEC & State Compliance

Securities laws can be complex and time consuming. We make sure your offering documents, investor facing marketing and other key issues are well within the boundaries of the law. We help identify the most appropriate regulations and then file all the required documentation with the SEC and any applicable state regulators. Randall & Associates stays up to date with all the SEC and BlueSky registration and disclosure requirements so you don’t have to worry.

  • Preparing SEC FORM D and the applicable state securities “blue sky” filings

  • SEC and state registrations

  • Rule 506(c) of Regulation D (or other applicable exemption under Regulation D or Regulation CF) and the associated requirements for accredited investor verification.


VC Fund Support

Our venture capital fund lawyers help our fund manager clients to plan, design, value, negotiate, and consummate relationships with fund administrators, accountants, brokers and other related service providers. More specifically:

  • Advising on new rules and laws applicable to vc funds and vc fund managers

  • Structuring the fund and related provisions dealing with compensation, liquidity and valuations.

  • Structuring entities to limit liability

  • Advising on off-shore structures for non-U.S. and tax exempt investors in jurisdictions like Cayman Islands.

  • Corporate governance for the fund and management entities and ongoing SEC compliance and reporting

  • Term Sheets and investment documents for deploying the venture capital funds into target investments.