Module 11
Legal, Tax & Regulatory Framework
The legal architecture, tax structuring, and regulatory landscape that govern PE fund operations and transactions.
Lessons
Lesson 1
LPA Key Terms
The Limited Partnership Agreement and the provisions that define GP-LP economics and governance
~20 min
Lesson 2
Purchase Agreement Mechanics
SPA structure, reps and warranties, indemnification, and closing mechanics
~20 min
Lesson 3
Tax Structuring
Asset vs. stock purchases, Section 338(h)(10) elections, and carried interest taxation
~20 min
Lesson 4
Regulatory Landscape
SEC registration, antitrust review, CFIUS, and ongoing compliance obligations
~20 min
Lesson 5
Management Incentive Plans
Rollover equity, profits interests, co-investment, and vesting structures
~20 min
Lesson 6
Fundraising & LP Relations
Private placement memoranda, capital calls, ILPA principles, and side letters
~20 min