2017 Cooley China Fund Manager Seminar Series
A team of senior Cooley lawyers specializing in fund formation, investments, and regulatory matters addressed current legal and regulatory issues facing China funds. This event inlcuded training sessions, a luncheon following the event, and plenty of time to network with fellow professionals, lawyers from Cooley and representatives from sponsors HKPEFA and Merrill Lynch. 

Raising a USD-Denominated Chinese Private Equity or Venture Capital Fund – an Exploration of Key Business and Legal Terms and Current Market Conditions.

In this session, newly revised for 2017, the panelists took a detailed look at the core terms and conditions in a typical USD-denominated Chinese PE/VC fund, including management fee, carried interest, distribution models, governance terms (key person conditions, LP termination rights, GP removal, etc.), investment restrictions, and other key provisions. Significant time was devoted to discussing terms that were not analyzed in prior surveys, including LP co-investment rights, obligations of "presentment" of investment opportunities to the fund, GP's personal investments in deals, crossover investing between managed funds, time diversification provisions such as annual call limits, and more.

Side Letters: From the Common to the Uncommon

No one can deny that side letters play a major, and lately increasing, role in fund governance. What's the best practice for what to include and not include in side letters? What strategies can you use to reduce the quantity of side letter provisions, and the resulting burden on fund administration? What do you need to be doing after the fund formation to manage the multiple obligations? The panelists answer these questions then take a detailed look at some common, and some less common, types of side letter requests. Special attention is given to types of requests likely from various LP constituencies, including strategic investors, governmental investors, funds of funds and others.

Held at The Pool House, Grand Hyatt Hotel.