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Vol 21 No 11 Nov/Dec 2016

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This book is now Out of Print.
A new edition has been published, the details can be seen here:
The Law of Private Investment Funds 2nd ed isbn 9780199657735

The Law of Private Investment Funds

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ISBN13: 9780199298464
New Edition ISBN: 9780199657735
Published: February 2008
Publisher: Oxford University Press
Country of Publication: UK
Format: Hardback
Price: Out of print



The Law of Private Investment Funds offers lawyers a practical analysis of the legal and regulatory issues that arise from the structure and marketing of private investment funds both from the UK and US perspective.

The book opens with a discussion of the general legal and regulatory duties of the fund manager. Running throughout the work are the themes of investor protection and fiduciary challenge. These ideas are considered in the context of the various sources available for investor protection including the substantive rights and obligations under general law, criminal law provisions and voluntary and statutory rights of regulation. In particular the question of how the integrity of a fiduciary relationship can be maintained with disparate and distant clients is addressed.

Against the backdrop of regulation and investor protection the author considers the various aspects of running private investment funds. Issues such as structuring and launching, and marketing private investment funds are considered in full. The author also looks at the fiduciary challenge as far as limited partnerships and offshore companies are concerned.

The final chapter of the work considers the limits of regulation and takes a practical view of development in the UK and US. Conclusions are drawn about how far regulatory changes have met the concerns of investors following recent scandals such as Enron and World.com.

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Subjects:
Banking and Finance
Contents:
1. Introduction to Private Investment Funds
Overview
Terminology
Structural Consideration
Legal and Regulatory Issues
Legal and Fiduciary Duties of the Investment Manager
Regulation of Fund Managers and Funds
Documenting the Fund and the Legal Relationship between the Fund Manager and Investors
Multiple Vehicle Structures
2. Marketing Private Investment Funds
Overview
Distribution Approaches
Financial Promotion - General Concepts
Exemptions to the Financial Promotion Restrictions
Promotion of Collective Investment Schemes
Consequences of CIS Categorisation
Marketing in the United States
3. Taxation of Private Investment Funds
Overview
UK Taxation of Limited Partnerships
US Taxation of Limited Partnerships
Effect of Taxation Rules on Structure and Operation of Partnerships
UK Taxation of Offshore Exempt Companies
US Taxation of Offshore Exempt Companies
Effect of Taxation Rules on Structure and Operation of Offshore Companies
4. Legal Duties Arising from the Provision of Investment Management Services
Overview
Legal Status of the Fund Manager
Common Law Duty of Care in Tort
Contract
Fiduciary Duties
Misrepresentation and Related Claims
Limitations on Duties
5. Regulatory Duties Arising from the Provision of Investment Management Services
Overview
Regulatory Status of the Fund Manager
FSA Authorisation
SEC Registration
International Organisation
Conflicts of Interest
Insurance
Parameters of Fiduciary Duties in Regulation
6. The Fiduciary Challenge in Limited Partnerships
Overview
Nature of Partnerships
Partnership Agreements
Powers and Duties of Partners
Duty of Good Faith
Actions Between Partners
Understanding the Fiduciary Challenge in Limited Partnerships
7. The Fiduciary Challenge in Offshore Companies
Overview
Nature of Limited Companies
Powers and Duties of Directors
Liability of Directors
Duty of Good Faith
Shareholder Actions
Understanding the Fiduciary Challenge in Offshore Companies
8. Using Structural Approaches to Reinforce Investor Protection
Overview
The Fiduciary Challenge
Parameters of Negotiation
Relationships with Advisers
Relationships with Service Providers
Documenting the Extent of Duties and Obligations
Overcoming the Fiduciary Challenge
9. The Limits of Regulation
Overview
UK Developments
US Developments
European Developments
International Developments
Future Prospects for Private Investment Funds
The Place of the Fiduciary Challenge in Investment Management
Lessons Learned;