Real Estate Private Equity, Fund Formation & Syndication Law

Industry-Leading Real Estate Private Equity, Fund Formation & Syndication Attorneys for Commercial Real Estate Projects Nationwide

Shams is one of the go-to lawyers in the nation for structuring real estate private equity funds, securities transactions, syndications and 506(b) and 506(c) private placement offerings. Specifically, he focuses his legal practice on drafting real estate private placement memorandums, operating agreements, subscription agreements and various other documents and SEC notices for real estate syndication investment funds. Shams regularly advises clients on the full spectrum of real estate securities and SEC issues with respect to all phases of their private placement offerings and capital-raising activities.

Recognized nationally as the top-ranked real estate syndication and fund formation attorney in the United States, Shams generally provide the following legal services cost-effectively, with timely service, and use industry-leading documents:

• Drafting public and private offering documents (private placement memoranda, subscription agreements, and operating agreements) for commercial real estate syndications and real estate private equity firms for the acquisition of apartment buildings, retail centers, office buildings, industrial and warehouses, portfolios, and distressed assets.
• Navigating and counseling on offering process and compliance with the federal and state filing requirements including blue-sky laws.
• Compliance with the 1934 Act reporting and ongoing disclosure matters.
• Formation and structuring of GP/Manager entities (LLC)
• Formation and structuring of Fund entity (LLC or LP) (per CPA guidance)
• Governing Documents
  • Company (Fund) Agreement/Partnership Agreement
  • GP/Manager Company Agreement/Sponsor Company Agreement
  • SPV Company Agreement
• Unanimous Written Consent
• Investor Offering Documents
  • Subscription Agreement
  • Investor Suitability Questionnaire
  • Private Placement Memorandum (PPM)
• Securities Compliance
  • Securities Act of 1933 Counsel
    • SEC Form D Filings
    • R.506(b/c) counsel
  • State securities BlueSky notice filings counsel
  • Investment Company Act Counsel
    • 3(c)(5) Exemption
• Syndication or Fund Marketing Compliance Review; Audits
• Syndication or Fund Pitch Deck legal disclaimer assistance
• Assist fund administrator in signature audits for complex issues, if necessary.

Additionally, Shams has successfully formed and structured virtually every type of real estate syndication and real estate investment fund, including the following:

• Real Estate Syndications
• Real Estate Funds
• 506(b) and 506(c) Offerings
• Regulation A Offerings
• Real Estate Private Equity Funds
• Real Estate Joint-Ventures
• Blind Pool Funds
• Fund of Funds
• Hedge Funds
• Debt and Lender Funds
• Primate Placement Memorandums
• Specified Offerings
• SEC and Blue-Sky Filings
• Subscription Agreements
• Legal entity formation (LLCs, Limited Partnerships)
• LLC Operating Agreements
• Limited Partnership Agreements
• Joint Venture Agreements
• Sponsor Operating Agreements
• Expert deal structuring advice
• Lump sum and flat fee or fixed fee legal fees
• Joint Venture representation between Private Equity Funds/Family Offices
• Tenant in Common Agreements for 1031 Exchanges
• Non-disclosure and Non-Compete Agreements
• Promissory Notes (Fractional, Shared Appreciation, Straight Interest Notes)
• Capital Raising Help by Distributing Syndications and Funds to MW Law’s LP and Family Office Network

As the most active real estate private equity & fund formation lawyer in the industry, Shams uniquely understand the full landscape of real estate private equity funds and how to cost-effectively form and manage real estate private equity funds for clients big and small.

Shams represents individual investors, private investment funds, sponsors, and general partners, from start to finish in their fundraising and commercial real estate investment and development projects. He routinely drafts all fund-formation-related documents cost-effectively, including private placement memorandums, subscription agreements, operating agreements, SEC disclosures, and various ancillary documents specifically for real estate syndication and private equity funds. Moreover, as a commercial real estate attorney, Shams further represents those same clients in the acquisition, disposition, development, management, and leasing of their commercial real estate investments, providing a one-stop-shop experience.

More About Syndication and Fund Formation Attorney Shams Merchant

With experience working on more award-winning ULI real estate projects than any other real estate attorney under the age of 35 and over $3.2 billion in transactions, Shams is the leader in commercial real estate and real estate private equity law. He represents clients nationwide on the fundraising, purchase, sale, development, leasing and financing of commercial real estate projects between $1 to $250 million, including retail, mixed-use, office, industrial, hospitality, restaurant & bars, and multi-family. Shams also represents clients in joint-ventures, business structuring, entity formation, and fund formations (including 506(c) and 506(b) offerings). Shams is also one of the few attorneys in with in-depth experience in real estate disputes and litigation, including breach of real estate contracts, breach of leases, CAM calculations and other complex leasing disputes, brokerage commission disputes, property tax litigation, disputes between partners and shareholders, deed restriction disputes, real estate fraud and title and boundary disputes. Shams believes access to sophisticated and responsive counsel should not cost a premium. With that in mind, Shams provides a cost-effective and value-added service to his clients, whether they are new to the real estate or private equity business or a seasoned player. By working with his clients to reduce their legal spend, Shams has helped his clients increase the ROI on their real estate projects and the overall profitability of their businesses. As the authority in Texas commercial real estate law, Shams was recently featured in the Houston Business Journal, Dallas Business Journal, Austin Business Journal, Law 360, JD Supra and The Real Deal for his work. His projects and clients have also been featured on numerous regional and national industry publications.

For more information on Shams Merchant’s real estate syndication and fund formation law practice, please contact Shams Merchant via email at shams@mwfirm.com or by phone at (832) 451-2594.