Man standing on ledge in mountains

TIL Partners

Technology
Investments
Law

We’re a tech-enabled boutique law firm of expert attorneys who thrive on efficiency, personal connections, and long-term relationships.

We use software to automate repetitive tasks so we can spend our time counseling clients, creatively solving complex issues, and continually refining our workflows

Let's Chat
Let's Chat
/ services

Practice Areas

Investment Funds

We work with emerging and established managers across the full lifecycle of investment fund formation and operation, including:

Regulatory and tax analysis

Business and legal term selection

Entity formation and governance

Fund and offering document drafting

Investor negotiations and communications

Securities and “blue sky” filings

Ongoing fund operations and compliance support

We serve clients across asset classes, including real estate, private equity, venture capital, private credit, hedge funds, digital assets, and more.

Special Purpose Vehicles (SPVs)

If you prefer investing on a “deal-by-deal” basis, we have you covered, regardless of asset class. Pooling investor capital to invest in a single asset is especially common for emerging managers on their way to raising their first investment fund. We also form co-investment vehicles that invest alongside multi-asset funds.

Examples of special purpose vehicles:

SPV to purchase a single apartment building or strip mall

SPV to purchase a single business (“independent sponsor”)

SPV to purchase a single class of securities (e.g., Series A preferred stock)

We can discuss the costs and benefits of raising an SPV versus raising a fund.

Limited Partner Representation

We represent limited partners in funds and SPVs. If you’re a careful investor, you may want an attorney to review the fund documents to look for red flags.

You may also want a “side letter” with the fund to obtain special rights or economic terms. If you don’t have a form side letter request for funds and SPVs, we can help you create one.

Some larger LP clients prefer a detailed list of fund terms and conditions. Other clients just want a quick email with any material red flags. It's up to you.

Mergers and Acquisitions (M&A)

We guide clients through every stage of the M&A process, including strategic planning, LOI preparation, due diligence, document drafting and negotiation, and post-closing integration.

We represent various types of both sellers and buyers across the entire spectrum of industries, sizes, and structures.

Our work includes:

Transaction structuring and valuation analysis

Comprehensive due diligence and risk assessment

Negotiation of letters of intent and purchase agreements

Coordination of regulatory filings and antitrust reviews

Post-closing integration and earn-out management

Venture Capital Financings

We do investor-side and company-side VC financing transactions, negotiating and quarterbacking financings for emerging and established companies.

Our services include:

Structuring seed,  Series A–F, convertible instruments and bridge financings

Drafting and negotiating term sheets and investment agreements

Advising on valuation, option pools, and founder dilution

Managing board and investor consent processes

Coordinating closing deliverables and post-financing governance

Corporate

We advise founders, investors, high-growth and operating companies (e.g., C-corps, LLCs) on the full spectrum of corporate needs, from formation to growth to exit.

We can help with:

Entity formation, capitalization, governance, and charter amendments

Equity and debt capital raises, including private placements

Shareholder and operating agreements

Compliance with corporate formalities and annual reporting

Corporate restructurings, spin-offs, and dissolutions

Commercial contracts, terms of service, and privacy policies

Employment agreements, policies, and related issues

Fractional General Counsel

We provide scalable, on-demand general counsel support for companies and founders who need a trusted legal partner with deep expertise and experience to help them find solutions, protect their companies and scale their businesses.

Regulatory

We help clients navigate the ever-evolving landscape of securities laws.

Our regulatory practice covers:

Securities Act compliance, including 506(b) and 506(c) offerings

Investment Advisers Act analysis

Investment Company Act compliance, including 3(c)(1) and 3(c)(7) parallel funds

Sector-specific regulatory matters in areas such as digital assets/cryptocurrency, health care, energy, and financial services

Tax

We provide sophisticated tax advice tailored to private funds, M&A deals, and venture capital financings, day-to-day corporate matters, and all companies who could substantially benefit from an expert tax lawyer.

Our tax services include:

Advising on carried interest, incentive allocations, and other partnership tax matters

Management fee waivers (or other fee waivers) to fund GP commitments

Structuring fund formations and feeder vehicles for efficient taxation, including analysis in respect of UBTI, ECI, and FIRPTA

Tax-efficient deal structuring for mergers, acquisitions, financings, and divestitures

/ Our Team

Core TIL Team

Michael Huseby

Michael Huseby

Managing Partner - Chair of Investment Funds

Prior Experience

Education

Practice Areas

Max Headshot

Ray Koh

Partner - Chair of Corporate

Prior Experience

Education

Practice Areas

Kyle-Bryant

Kyle Bryant

Associate

Prior Experience

Education

Practice Areas

Alex Henry

Associate

Prior Experience

Education

Practice Areas

Chris-Schuering

Chris Schuering

Counsel

Prior Experience

Education

Practice Areas

Adam-Krotman

Adam Krotman

Counsel

Prior Experience

Education

Practice Areas

Daniel-Sepulveda

Daniel Sepulveda

Senior Paralegal

Prior Experience

Education

John Headshot

Octavio Gómez-Landero

Paralegal

Prior Experience

Education

John Headshot

André Cuenca

Paralegal

Prior Experience

Education

Ekaterina-Kachoutina

Ekaterina Kachoutina

Paralegal/Operations

Prior Experience

Education

Alfredo Ruiz

Operations

Prior Experience

Education

Maria Suarez

Marketing/Operations

Prior Experience

Education

/ Representative Clients

Some of Our Happy Clients

/ faqs

You Have Questions.
We Have Answers.

How do you bill clients?

We value transparency and predictability above all else. We don’t want you to be afraid to pick up the phone and call us when you have a question.

Depending on the practice area, we offer a mix of flat fee, hourly, subscription, and hybrid models to fit the needs of you and your business.

Did your lawyers work in biglaw before joining TIL?

Yes.

Our attorneys have experience at firms like Latham & Watkins, Paul Weiss, Weil, DLA Piper, Simpson Thacher, Debevoise, Akin Gump, Skadden, and Gunderson Dettmer, with educational backgrounds from top-tier institutions such as Columbia, Cornell, Duke, and UCLA.

However, we prefer working at TIL, as we can offer clients personalized, long-term service without the bureaucracy and overhead of the incumbents.

Are your lawyers practical?

Yes.

Our attorneys are experienced entrepreneurs in real businesses.

Our lawyers have been (and currently are) investment fund GPs and startup founders. We’ve been on your side of the table and understand the importance of clear answers and speedy solutions. We’ll protect you where it matters without over-lawyering for the sake of lawyering.

Why do you use technology?

Technology isn’t just about speed, though we certainly love upgrading our efficiency. It’s about creating a more seamless and human experience.

We use thoughtful automation and smart tools to reduce friction and repetitive tasks so we can focus more on communication, customization, and aligning with your unique needs.

How do you use technology?

We develop proprietary technology and leverage third-party tools to reduce time spent on repetitive tasks across client onboarding, scheduling, document preparation, and error reduction.

Specifically, we leverage tools such as TIL Subscribe (proprietary), TIL Funnel (proprietary), Gavel, GC.AI, Zapier, Lovable, and Coda in addition to traditional software like Clio, NetDocs, and Calendly.

Why should I hire TIL?

We believe legal services should feel less like a transaction and more like a relationship. That’s why our practice prioritizes clarity, responsiveness, and ease of collaboration.

We love what we do. Our clients are awesome. There’s nothing else we’d rather be doing, which comes through in our work. We’re happy to provide (multiple) references.

/ Newsletter

Fundamentals

Your friendly guide to investment funds and SPVs.

/ VIDEO resources

Our Learning Channel

Investment Fund Key Terms Deep Dive #11: Key Person Event (Part 2)

Investment Fund Key Terms Deep Dive #10: Key Person Event (Part 1)

Investment Fund Key Terms Deep Dive #9: Investment Limitations

The Pros and Cons of Closed-end Funds and Open-end Funds

What is the Difference Between Funds and SPVs/Syndications?

How to Form an Investment Fund or SPV in 10 Steps

Let's Build Something Together

Please provide some background on yourself, your track record (if applicable), and your goals. We're excited to get started.