Investment Transactions

INVESTMENT TRANSACTIONS

Representation of Family Offices

Family Offices must contend with the reality of identifying and retaining highly skilled, trustworthy and efficient legal counsel. Family Offices have a myriad of legal and other complexities through which they must navigate, including wealth management, accounting consolidation, confidentiality and access to sophisticated investments. Of enormous importance is conflict free advice. Wittenberg Law’s first priority is ensuring that its clients receive legal counsel that is free of conflicts of interest. Secondly, Wittenberg Law applies a unique blend of Wall Street and legal expertise to assist its clients in achieving their investment objectives.

Contact Wittenberg Law to structure your Family Office, review and negotiate partnership documents for an alternative investment, conduct due diligence on an investment opportunity, trust and estate planning, connect you to unique investment opportunities, discuss an investment that went sour, or a for any other reason you may have.

Representation of Investment Advisers

Hedge Fund Managers, or Investment Advisers, are subject to the Investment Advisors Act of 1940 and must register with the Securities & Exchange Commission (SEC) unless they fall under an exemption to registration. Registering with the SEC requires the submission of an application to the SEC containing information about the investment vehicle, its owners and certain managers.

In addition, hedge funds must contend with numerous legal issues relating to the partnership documents, private investments, lawsuits, advertising and marketing, etc. Wittenberg Law can help you navigate through the legal minefield and avoid traps for the unwary.

Registered Investment Advisers must be mindful that they:

are fiduciaries to their advisory clients,
must have compliance programs,
are required to prepare certain reports and to file certain reports with the SEC,
must provide clients and prospective clients with a written disclosure statement,
must have a code of ethics governing their employees and enforce certain insider trading procedures,
are required to maintain certain books and records,
must seek to obtain the best price and execution for their clients’ securities transactions,
must include some specific provisions in contracts with its advisory clients,
may be examined by the SEC staff, and
must comply with certain requirements regarding vote proxies of clients’ securities, advertising their services, payment to third party solicitors, custody or possession of clients’ funds or securities and disclosure of certain financial and disciplinary information.

Retaining an experienced investment management attorney to assist in the registration process may be crucial to filing the relevant information in a clear and concise manner and becoming registered in a timely fashion. In addition, an experienced attorney will help you create a tailor-made compliance program that could very well avoid enforcement issues should the SEC staff conduct an investigation of your operations.

Investment Advisory/Management Agreements

Investment Advisory/Management Agreements define the relationship between the investment adviser/manager and the investor. Without the proper foresight, the manager can find itself too restricted by the agreement or the investor could end up with no control over the investment. There are many issues to consider when entering into an investment management agreement, and an experienced attorney can be the difference between a successful agreement and one that ends up in a major dispute.

Representation of Individual Investors

Individual investors are often the most in need of quality counsel but the least likely to seek counsel before making an investment or choosing a broker. That is the number one reason why individual investors often fall prey to investment scams or unethical financial representatives. Wittenberg Law represents individual investors often times on a contingent fee basis in connection with litigation or arbitration.

Investment Scam Prevention Program™

An investor’s success typically depends on the quality of the due diligence that is done before committing money to the investment. In recent times we have seen on numerous occasions that the investment promised was not the investment made. Clearly, many investments are doomed from day one because the investor failed to conduct the proper due diligence of the investment opportunity.

Wittenberg Law is focused on bringing investment manager and stock broker due diligence transparency to clients. Systematic and disciplined due diligence is crucial for the effective investment selection process. To that end, Wittenberg Law designed the affordable Investment Scam Prevention Program™ to identify red flags in connection with any investment from a legal perspective.

Structural Due Diligence. Trust but verify. When appropriate, we request information from independent parties through a set of questionnaires we have developed specific to an investment promoter’s service providers (auditor, administrator, prime broker, custodian, third party valuation firms). We assess the back office and the structure of the firm, segregation of duties, the quality of service providers.

Ongoing Monitoring. Our ongoing monitoring is an extension of the upfront review, in which the above process is continuously applied to each investment. We will monitor and evaluate the investment throughout the year in an effort to identify irregularities in account activity and changes in overall portfolio construction or direction.

Securities Offerings

Wittenberg Law is able to act as counsel to underwriters, placement agents and issuers in private placement and public offerings of equity and debt securities under the Securities Act of 1933, as amended. Wittenberg Law also can advise hedge funds and institutional clients and set up hedge funds and related investment vehicles.

Investment Consulting, including Mortgage-Backed Securities and Derivatives

Mortgage-backed securities are created and offered pursuant to very lengthy and complex documentation. Before buying or selling these types of securities, consult with Wittenberg & Associates to identify certain legal risks associated with the transaction.

Generally, derivatives are financial instruments employed by sophisticated financial institutions for the purpose of managing certain cash flow risks or speculating about the direction of certain companies or markets. The documentation used for entering into a derivative contract is highly specialized and can be extraordinarily confusing to both laypersons and lawyers alike. Consult with Wittenberg Law before executing any derivative contract.
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Wittenberg Law- Business Finance And Securities Fraud Lawyers » W Law Blog
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