Hedge Funds, Private Equity Funds, Investment Management,
Technology, Media & Venture Capital


Riveles Wahab is a boutique law firm representing hedge and private equity funds, investment managers, startups, creative businesses, technology companies, and other ventures. We are dedicated to providing sophisticated, strategic and responsive counsel delivered in an efficient and cost-effective manner. Our attorneys thrive on finding innovative, high-value solutions to our clients’ unique challenges and watching their ventures succeed.

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LAUNCHING A HEDGE FUND: A Detailed Overview and Primer.

Launching a hedge fund is a major undertaking that requires a systematic approach and experienced partners in a variety of industries and areas of expertise. Brokerage, legal, tax and technological considerations are essential to the development of a successful fund. Creating a legal and structural framework at the outset that is in tune with the fund’s investment objectives and investor base is the foundation for a successful fund. Read our outline of legal, structural and practical considerations to be evaluated in establishing your hedge fund here.


LAUNCHING A HEDGE FUND? Is Investment Adviser Registration Required?

For the founder of a new hedge fund, compliance with the new Investment Advisers Act registration regime is a critical initial step. If registration is required, investment advisory services may not be provided until SEC or state registration is obtained. Title IV of Dodd-Frank changed the regulatory landscape by basing registration not on the number of clients but on regulatory assets under management, thereby shifting regulatory authority over smaller managers to the states and regulating larger managers outright. This memorandum outlines which advisers must, may, or are prohibited from SEC registration.


Going-private transactions take a variety of forms but typically are (i) accomplished by a merger, tender offer or reverse stock split, (ii) spearheaded by the company’s senior management, and (iii) financed by third party debt and/or equity financers. The form chosen for the transaction in any particular case depends on need for outside financing, the composition of the shareholder base and the likelihood of a competing bid for the company, among other factors. Read more about going-private transaction here.


Equity Crowdfunding Now a Reality

On May 16, 2016, the long awaited equity crowdfunding rules authorized under the JOBS Act of 2012 came into effect. Unlike non-equity crowdfunding, which became popular during the past decade and rewards supporters with goods or services instead of profits, equity crowdfunding allows businesses to publicly solicit an unlimited number of non-accredited investors for small investments in exchange for an equity stake in the company. While it is too early to say whether Regulation Crowdfunding will be a boon or a burden for companies raising capital, as with non-equity crowdfunding it may prove very beneficial for startups and mid-sized companies with a following that is passionate about the company’s products or services. When deciding whether to raise funds under Regulation Crowdfunding or the more established Regulation D, companies should consider how much they plan to raise during the next two years, what potential investors they have access to, and the number of compliance tasks they are willing to perform.

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Kaiser Wahab Named to 2016 Super Lawyers List

Riveles Wahab LLP partner Kaiser Wahab has been named on the 2016 New York Metro Super Lawyers list as a top rated business and corporate attorney. Super Lawyers recognition is awarded to only five percent of attorneys in the New York Metro area. Mr. Wahab is honored to be named to this year’s list, as Super Lawyers has established itself as an indicator of attorney excellence, and thanks his peers for their nomination and positive evaluation of his career and achievements.

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Kaiser Wahab Quoted in US News Speculating on Facebook Cannabis Business Strategy

Riveles Wahab LLP partner Kaiser Wahab has been quoted in two US News articles on his thoughts as to why Facebook has recently taken down the pages of several cannabis businesses. Kaiser speculated that the takedowns were the result of a newly-adopted company stance arising out of the fear that the advertising displayed next to the business’ pages “could constitute interstate commerce when shown to users outside a pot business’ home state”.

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Debate Over Accredited Investor Definition Gaining Momentum

Discussions surrounding the accredited investor definition have crescendoed of late, demonstrating a sharp divide in opinion among regulators. On one side lies the North American Securities Administrators Association (“NASAA”), the lobbying group that represents the state securities administrators. The NASAA published a comment letter on the definition on May 25, 2016, evidencing a highly conservative approach. The group relies on investor protection concerns in calling for higher financial thresholds and rejecting calls to incorporate a test of sophistication. However, a more progressive approach was espoused at a recent meeting of the SEC Advisory Committee on Small and Emerging Companies (“ACSEC”).

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