The Hedge Fund LLC Operating Agreement is a foundational document for establishing and operating a hedge fund in England and Wales. It is essential when forming a new hedge fund or restructuring an existing one, providing the legal framework for the fund's operations, governance, and investor relations. The agreement ensures compliance with UK financial regulations while protecting the interests of all parties involved. It typically includes detailed provisions on investment strategy, risk management, fee structures, and exit mechanisms, making it crucial for both fund managers and investors.
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1. Parties: Identification of all members and managing entities
2. Background: Purpose of the fund and formation context
3. Definitions: Key terms used throughout the agreement
4. Fund Structure: Legal and operational structure of the fund
5. Capital Contributions: Rules regarding initial and subsequent capital contributions
6. Management and Administration: Governance structure and decision-making processes
7. Investment Strategy: Permitted investments and investment restrictions
8. Profit and Loss Allocation: Distribution waterfall and loss allocation mechanisms
9. Transfer Restrictions: Rules governing transfer of membership interests
10. Withdrawal and Redemption: Terms for member withdrawal and interest redemption
11. Reporting and Valuations: Requirements for financial reporting and asset valuation
12. Termination and Dissolution: Process for winding up the fund and distributing assets
1. Side Letter Provisions: Special arrangements with specific investors, used when certain investors require specific terms
2. Co-Investment Rights: Terms for co-investment opportunities, included when offering co-investment rights to certain members
3. Seed Investor Terms: Special provisions for seed investors, included when the fund has seed investors
4. ERISA Provisions: Special provisions for US pension fund investors, included when accepting US ERISA plan assets
5. Key Person Provisions: Provisions relating to key investment personnel, included when specific individuals are crucial to the strategy
1. Schedule 1 - Investment Guidelines: Detailed investment restrictions and guidelines
2. Schedule 2 - Subscription Agreement: Standard form for new investors joining the fund
3. Schedule 3 - Fee Structure: Detailed breakdown of management and performance fees
4. Schedule 4 - Valuation Policy: Methodology for valuing fund assets
5. Schedule 5 - Risk Factors: Detailed disclosure of investment risks
6. Schedule 6 - Anti-Money Laundering Requirements: AML documentation and verification requirements
7. Schedule 7 - Form of Transfer Notice: Standard form for transferring membership interests
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