Advanced Tax Strategies in Structuring Private Investment Funds

Balancing the Competing Interests of Fund Investors When Structuring Investment Funds

Recording of a 110-minute CLE/CPE webinar with Q&A

Conducted on Thursday, May 1, 2014

Recorded event now available

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Program Materials

This CLE webinar will provide tax counsel and advisors with advanced guidance on how to structure private equity and other types of investment funds. The panel will review critical factors, such as type of investor, type of fund and location of fund, and address fund manager and fund investor issues.


In structuring private equity funds, the competing tax preferences of different types of fund investors are critical. The different types include U.S. taxable, U.S. tax-exempt, U.S. government, non-U.S. taxable, non-U.S. pension funds, and non-U.S. sovereign investors. Fund structures can use “blockers” and feeder funds to address these various interests and minimize U.S. taxes.

Our panel will outline structures that are typically used, taking into account the type of U.S.-based fund, such as standard private equity, distressed debt, hedge, U.S. real property (FIRPTA), and Section 514(c)(9) structures for certain U.S. tax-exempt investors. In addition, this panel will cover structures for U.S. investors in non-U.S. based funds and issues in investing in PFICs and into Canada and Europe through Luxembourg.

Tax counsel must also understand current issues, such as FATCA for non-U.S. investment entities and investors; the 3.8% Medicare tax’s impact both on fund managers and fund investors; and carried interest legislative proposals.

The program will conclude with an overview of typical investment fund documents and tax provisions, such as those addressing effectively-connected income (ECI), unrelated business taxable income (UBTI), and publicly-traded partnership (PTP) transfer provisions.

Listen as our authoritative panel of practitioners provides a high-level analysis of the different and competing tax preferences of fund investors and outlines sophisticated best practices for structuring investment funds to accommodate the myriad interests of these investors.



  1. Tax objectives of taxable U.S. investors
  2. Tax objectives of non-taxable U.S. investors (pension plans, endowments, other tax-exempt investors and governmental entities)
  3. Tax objectives on non-U.S. investors
  4. Tax objectives of sovereign investors
  5. Tax objectives of fund managers
  6. Fund structuring issues and options


The panel will review these and other key questions:

  • What are the competing tax preferences of major private fund investors that practitioners must juggle when structuring investment funds?
  • How can the use of blockers and feeder funds accommodate the needs of particular investors?
  • What challenges face sovereign investors in retaining their status as Section 892 investors?
  • How can the new 3.8% Medicare tax be minimized?

Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.


Christian M. McBurney

Nixon Peabody

Mr. McBurney practice area is federal income taxation with particular emphasis on tax planning for private...  |  Read More

Jeremy Naylor
Jeremy Naylor


Mr. Naylor focuses his practice on representing private equity, real estate, venture capital and hedge fund...  |  Read More

Elizabeth Norman
Elizabeth Norman

Goulston & Storrs

Structuring of complex acquisitions and dispositions of domestic and international holdings, including public and...  |  Read More

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