Investment Funds & Asset Management

INVESTMENT FUNDS & ASSET MANAGEMENT (IFAM) PRACTICE

Investment fund managers, portfolio managers and dealers operate in a fast-paced and quickly changing marketplace governed by a myriad of complex rules and regulations. Success in these competitive conditions demand hands-on legal knowledge and practical advice. McMillan’s IFAM practice group is highly regarded for the depth of its expertise, at both structural and regulatory levels, as well as in related practice areas including tax, derivatives and regulatory affairs.

We provide business-critical legal solutions and consultation services to Canadian and foreign financial institutions, fund managers, portfolio managers, dealers and service providers, helping them to understand, prepare for and satisfy their regulatory obligations while taking a proactive approach to running their businesses.

As a leading law firm in the Canadian investment fund and asset management industry, McMillan has represented some of the largest and most innovative market participants.

The lawyers in our IFAM group assist clients in relation to a vast array of matters, including:

• Structuring and regulatory advice with respect to the formation and organization of investment funds (including alternative funds and hedge funds) for managers/advisers and dealers involved in investment product offerings
• Assisting with the registration of portfolio managers, investment fund mangers and dealers (including crypto trading platforms as restricted dealers) with the applicable Canadian securities regulatory authorities
• Advising registered firms in relation to their ongoing compliance obligations under Canadian securities laws
• The offering and distribution of all forms of domestic investment funds (including reporting issuers and private issuers), including master-feeder and tax efficient structures
• The structuring, offering and distribution of offshore investment funds for Canadian managers including master-feeder and tax efficient structures
• Advising Canadian-based multi-manager funds with foreign investment managers and advisors
• Assisting foreign-domiciled investment fund managers access the Canadian institutional market
• Assisting domestic and foreign dealers access the Canadian marketplace
• Assisting investment funds and registered firms in applying for exemptive relief (both novel and ordinary course) from applicable securities regulatory requirements
• Drafting separately managed account agreements for portfolio managers
• Advising on fund governance (and drafting of constating documents), M&A transactions, financings (including private placements) and reorganizations
• Public offerings of conventional and alternative mutual funds, closed-end investment funds, exchange-traded funds (ETFs) and commodity pools
• Advising and assisting funds that utilize over-the-counter or exchange-traded derivative products
• Advising on the offering of linked notes, prospectus-offered Canadian medium-term and structured note programs (as counsel to the issuing financial institution or to the independent dealers involved in the distribution)

INVESTMENT DEALERS

Canadian Investment dealers are overseen by the Canadian Investment Regulatory Organization (CIRO) and the Canadian Securities Administrators. CIRO sets industry standards and has quasi-judicial powers, with the power to hold compliance hearings and suspend, fine or expel members for misconduct.

McMillan’s team of IFAM lawyers are known and highly regarded for their expertise in the laws that govern the investment management industry, and for their understanding of potential roadblocks and challenges in navigating the Canadian regulatory landscape.

McMillan helps investment dealers in the Canadian marketplace succeed by advising on registration and registration-related/compliance matters. In connection with public and private offerings of securities, our IFAM lawyers advise on structuring, tax, marketing, and ongoing operations. We also advise on regulatory requirements that govern securities trading and advisory activities; responding to specific compliance inquiries and representing dealers before regulators, if necessary; assisting with the establishment, merger, acquisition or restructuring of investment dealers or specific products and services; and advising on compliance with anti-money laundering and privacy laws.