Structuring investissement vehicles
CDA assists a wide range of players in the creation of investment vehicles:
holding companies, club deals, professional or non-professional funds, open or closed-ended funds (including “evergreen”), notably dedicated to private equity, private debt or real estate.
Our firm proposes the best possible structuring, taking into account the investment policy (type of assets, business sectors, geographical areas, etc.), the investors (professional or non-professional, geographical origin) and the location of the team, before drafting the pre-contractual and constitutive documents of the vehicle, negotiating the terms with the investors on behalf of our clients, and taking the necessary steps with the Autorité des marchés financiers.
When the initiator of a project is not authorized to manage investment funds, the CDA team analyzes the regulatory requirements that may apply, and proposes appropriate solutions. If necessary, it helps the initiator selecting a third party authorized to carry out this activity, and then drafts and negotiates the relevant contractual documentation (financial terms, advisory contract between the management company and the initiator of the project for the fund’s investment and distribution activity, etc.).
Advice to management companies, investment advisors and intermediaries
CDA advises management companies and intermediaries such as investment advisors (CIF) on all legal, regulatory and tax aspects of their activities. We assist management companies in obtaining approval from the Autorité des Marchés Financiers (AMF), and intermediaries in obtaining their status, as well as during any restructuring or modification of their activities (change of shareholding, extension of approval).
We can assist with all issues relating to regulatory compliance (including sustainable finance), the implementation of incentive mechanisms for management teams (carried interest, vesting), relations with investors and/or the sponsor, the creation of co-investment vehicles or direct co-investments.
The tax team deals with issues relating to the players’ own taxation (VAT, payroll tax, etc.) as well as that of the vehicles and their investors (tax ratios, reinvestment on the occasion of a disposal contribution, tax rulings, answers to investors’ tax questions).
Subscription and « secondary » transactions
Our firm is also involved in the subscription or acquisition of units or shares of investment vehicles, advising both investors and managers, as well as in transactions such as the sale of holdings or portfolios, or the management buyout of SCR.