Fund Finance

Our market leading fund finance team has significant experience acting for UK and international banks and alternative lenders on cross-border deals using Scottish limited partnerships in fund structures. We routinely act alongside lead counsel in jurisdictions such as London, the Channel Islands, Switzerland and the United States, providing Scots law advice on cross-border deals.

We are regularly instructed on a variety of transactions involving the use of Scottish limited partnerships, which, unlike partnerships in other jurisdictions, have separate legal personality, distinct from their partners. This enables Scottish limited partnerships to own assets, borrow and grant security on their own behalf.

We support funders on the Scots law aspects on a variety of structures, including:

Subscription Facilities

We are instructed on an increasing number of subscription, or capital call, facilities, where security is granted over the uncalled commitments of investors in the fund and liquidity provided to the fund. This means we have extensive experience in preparing and negotiating simple and cascading commitments security over the unfunded commitments of limited partners in Scottish limited partnerships and related subscription account arrangements.

GP and Manager Facilities

We regularly act on the Scottish aspects of general partner and manager facilities, where we draft Scottish security over fees and other amounts payable to the general partners or managers of funds structured using Scottish limited partnerships.

NAV Facilities

Along with growth in NAV facilities for funds, we are increasingly involved in putting in place security over distributions rights of limited partners in Scottish partnerships used in fund structures and over related rights and in security over distributions for similar co-investment facilities provided to related entities.

Regardless of the facility structure we also provide expert Scots law advice on facility documentation, undertake due diligence on Scottish limited partnerships and the agreements regulating them, give advice on security enforcement in Scotland and provide lenders with power and capacity and enforceability legal opinions on these structures.

Client testimonials

'The team has a deep understanding of our business and advice is always given with our commercial goals in mind'. Client quote, Legal 500

‘We worked with Shepherd and Wedderburn on a complex transaction under a very challenging timetable. They worked tirelessly to ensure the transaction complied with all the required legislation and regulatory requirements. We were very impressed’. Client quote, Legal 500

'The team is more proactive and pragmatic than other firms in the market. They are always responsive and make themselves available'. Client quote, Legal 500