Our team of highly experienced partnership lawyers are experts in all areas of partnership law. The team also collaborates with our investment funds and financial services teams and our tax specialists to advise clients on the use of traditional partnerships, limited partnerships (LPs) and limited liability partnerships (LLPs) as investment vehicles.

We advise on the use of partnerships in traditional private equity structures as well as in joint ventures for asset classes such as real estate. A feature of recent work has been social impact funds and the use of limited partnerships as fund structures to support affordable housing and other objectives with a social mission.

Areas of focus

Our expertise in partnership investments includes the following:

  • LLP formation and the design of members' agreements.
  • Limited partnership formation and design.
  • Carried interest structures.
  • Operator agreements for collective investment schemes/alternative investment funds.
  • Management agreements.
  • External investment into LPs and LLPs.
  • Marketing interests in LPs and LLPs.
  • Taxation of partnerships.
  • Design of "cash cascades".
  • The use of Scottish LPs.

Advising high net worth clients on the establishment of two private equity funds to be managed by NVM, structured as English limited partnerships.

Advising on carried interest structures, commonly through Scottish limited partnerships.

Advising a government-backed social investor on the terms of participation in a new fund with a social mission, structured as an English limited partnership.

Advising on the formation of a fund to assist in funding home purchases in Greater London through shared ownership, structured as an English limited partnership.

Advising participants in carried interest structures on the transfer of their interests.

Advising the trustees of numerous defined benefit pension schemes on the legal implications of investment into funds structured as LPs.

Advising on the regulatory aspects of partnerships amounting to collective investment schemes/alternative investment funds under AIFMD, including operator and management agreements.

Meet the team
Headshot John Barnett

John Barnett Partner

  • Head of Partnerships
  • Private Client Services
  • Tax
Headshot of Andrew Mills

Andrew Mills Partner

  • Private Equity
  • Mergers and Acquisitions
  • Partnerships as Investment Vehicles
Tom Dunn

Tom Dunn Partner

  • Head of Regulated Funds and Financial Services
  • Regulated Funds
  • Financial Services

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