Cobb & Associates

Practice Highlights

Cobb & Associates offers its clients substantial experience and expertise in the following areas:

  • Formation and structuring of domestic investment vehicles of all types, including limited partnerships, limited liability companies, business trusts, corporations and joint ventures.
  • Formation of offshore investment vehicles in a variety of forms and jurisdictions, including both privately held and publicly traded vehicles in Caribbean and other jurisdictions.
  • Organization and representation of a wide spectrum of investment funds – including hedge funds, funds of funds, offshore funds, insurance-dedicated funds, ERISA funds, private equity funds, and venture capital funds – including structuring matters, preparation of organizational and offering documents, and related compliance matters.
  • Employment of various organizational structures and arrangements – including stand-alone funds, side-by-side funds, master-feeder structures, hybrid master-feeder structures, multiple strategy/portfolio structures, leveraged fund structures, and side pockets.
  • Advice to managers in distress situations, including use of such techniques as redemption suspensions, gatings, payments-in-kind and restructurings, including creditors’ rights and insolvency implications.
  • SEC and state investment adviser registration of firms managing investment funds, as well as separate account assets. Ongoing compliance matters. Compliance reviews. Preparation for regulatory examinations. Interaction with federal and state regulators.
  • Representation of hedge fund marketers and consultants, including SEC and state broker-dealer compliance matters. Interaction with federal and state regulators, as well as FINRA.
  • Commodity pool operator and commodity trading adviser registration. Applications for exemptive relief. Ongoing compliance matters. Compliance reviews. Preparation for regulatory examinations. Interaction with regulators.
  • ERISA matters, including formation of ERISA funds, both onshore and offshore; ERISA compliance matters and fiduciary issues; prohibited transactions and exemptions.
  • Federal and state tax matters affecting investment funds generally.
  • Portfolio position and trading issues, including Section 13 compliance (Schedules 13D and 13G, Form 13F), Section 16 compliance (Forms 3, 4 and 5), control and affiliate questions, trade allocation matters, brokerage aggregation, "soft dollars", liquidity matters, valuation matters.
  • Leverage arrangements, ISDA transactions, securities lending agreements and other derivative and structured transactions, including review and negotiation of documentation.
  • Merger and acquisition transactions involving investment advisers and broker-dealers, including negotiation of terms, preparation of documentation, and related regulatory issues.
  • Seed capital and funding transactions and arrangements for investment advisers and broker-dealers.
  • Employment and registered representative contracts.
  • Fund, investment adviser and broker-dealer marketing materials, including performance information. Compliance review and revision.

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