Investment Management

Our clients, with trillions of dollars in assets under management, receive unparalleled counsel on all aspects of their business from one of the most sophisticated and diverse legal teams in the world.

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“They are exceptional across the board and I never feel like we get anything less than the best when we go to them.” Client quoted in Chambers USA
“Sources praise the attorneys for their ability to handle the full spectrum of matters affecting mutual funds, from advising on formation and regulation to representing independent trustees and directors.” Chambers USA
“They have a very good common-sense approach to applying the law in the context of a business relationship.” Client quoted in Chambers USA

Overview

More than 100 lawyers at Ropes & Gray focus on serving clients in the investment management industry with every issue they might face—including fund formation and management, regulatory and compliance issues, fund distribution arrangements, mergers and restructurings, tax matters, securities enforcement and litigation.

Leading Firm for Leading Clients 

Our clients include the advisers and independent directors of many of the largest and best-known funds in the world. We represent more than 1,000 mutual funds, and investment firms ranging from start-up ventures to those with hundreds of billions under management. 

Experience with such a large cross-section of the industry—as well as with hedge funds and private equity funds—gives us a depth of knowledge to provide the most authoritative and current advice in an ever-changing investment and regulatory environment. 

Our leadership role in the industry has been recognized with the highest accolades awarded, including:

  • The 2009 and 2012 Award for Excellence presented by Chambers to the pre-eminent U.S. investment funds practice. Ropes & Gray is the only firm to have won this award twice.
  • Band 1 national ranking in Chambers USA
  • Band 1 national ranking in Legal 500
  • Top tier rankings in U.S. News & World Report - Best Lawyers ”Best Law Firms” report 

Diverse Practice

Clients benefit from attorneys well-versed in the investment management industry, as well as our lawyers across the firm, who possess deep knowledge and vast experience in every critical discipline of the law.

In addition to our work on matters related to fund formation and management, regulatory and compliance issues, distribution arrangements, mergers and restructurings, and tax matters, we have an active practice representing buyers and sellers of asset management businesses and their service providers. Our attorneys have worked with several of the nation's leading asset management consolidators as well as medium-to-smaller-sized advisory firms in connection with M&A activities. 

Our seasoned litigators, many of whom have served as federal prosecutors or enforcement attorneys, have extensive experience handling the most significant matters facing the fund industry, including subprime-related losses, excessive fee claims, prospectus liability, and activist shareholders. We also frequently advise investment managers in dealings with state and federal regulators.

Experience

Our clients include the advisers and independent directors of many of the largest and best-known funds in the world. We represent more than 1,000 mutual funds, and investment firms ranging from start-up ventures to those with hundreds of billions under management.

Experience with such a large cross-section of the industry—as well as with hedge funds and private equity funds—gives us a depth of knowledge to provide the most authoritative and current advice in an ever-changing investment and regulatory environment.

Our vast experience providing counsel on all areas of the investment management business includes:

Fund Launches

We regularly represent funds, their directors and investment advisers in designing and launching innovative products. Recent representations include:

  • Allianz Funds in launching several new open-end funds, including the Allianz RCM Redwood Fund, a fund investing primarily in in-the-money buy-writes (long equity positions paired with writing in-the-money call options).
  • Natixis Global Asset Management, L.P., Loomis Sayles & Company, L.P. and Alpha Simplex Group LLC in the design, launch and operation of two open-end mutual funds which use complex derivative strategies to pursue their investment objectives. (Loomis Sayles Multi-Asset Real Return Fund and ASG Managed Futures Strategy Fund.) 
  • Artisan Funds in the establishment, registration and operation of Artisan Global Equity Fund, which invests in a global portfolio of growth-oriented securities. 
  • Grantham, Mayo, Van Otterloo & Co. LLC and the GMO Funds in the establishment and registration of a new trust, GMO Series Trust, and 18 new funds that are series of GMO Series Trust. Each of the new funds is a feeder fund into an existing series of GMO Trust. The new funds were made available for investment in early 2012 to investors investing in the funds through certain retirement plans.
  • RS Investments and RS Funds in the organization of RS Greater China Fund, RS Global Growth Fund and RS Capital Appreciation Fund. 
  • Pax World Mutual Funds in connection with the launch of ESG Shares, the first family of ETFs devoted exclusively to sustainable investing.

Fund Management

In addition to advising our clients with respect to ongoing regulatory and compliance matters, we frequently assist funds, their directors and investment advisers in a variety of strategic initiatives. Recent representations include:

  • Putnam Funds and their independent trustees in implementation of Putnam’s strategic pricing initiative, an innovative and fundamental redesign of mutual fund management fee pricing
  • The independent trustees of the Schwab Funds and the Laudus Funds in connection with the consolidation of their previously separate boards into a single board

Mergers & Acquisitions

Acquisition transactions in the investment management business are fast-paced and complicated, and we have the experience to achieve timely, successful results for clients. Recent representations include:

  • Columbia Funds in the acquisition of the long-term asset management business of Columbia Management by Ameriprise Financial from Bank of America for approximately $1 billion in cash.
  • Sterling Capital Funds and Sterling Capital Variable Insurance Trust in a change of control of the Trusts’ investment adviser, BB&T Asset Management, Inc., which merged with and into Sterling Capital Management LLC.
  • Highland Capital Management in its purchase of GE Asset Management Inc.'s retail mutual fund business.
  • Ashmore Investment Management Ltd. in the acquisition of Emerging Markets Management, LLC, one of the world's pioneering investment firms specializing in the management of emerging market equities.
  • Managers Funds and Managers Investment Group, LLC, in the reorganization of several Allianz Funds sub-advised by Cadence Capital Management into newly organized funds on the Managers Funds platform.

Litigation

Our seasoned litigators have set the gold standard in defense of the investment management industry. Recent matters include representing:

  • Harris Associates in the U.S. Supreme Court case (Jones v. Harris Associates L.P.) that set the standard for determining "excessive fee" claims against mutual fund advisers under the Investment Company Act of 1940.
  • State Street, in multiple federal actions, including ERISA and securities class actions, stemming from the subprime mortgage crisis. In re State Street Bank & Trust Co. Fixed Income Funds Litigation (MDL S.D.N.Y. 2008) includes a putative class action on behalf of mutual fund shareholders in one of State Street's "ultra-short" bond funds. Plaintiffs allege that the funds' prospectuses were misleading because they failed to disclose the full risks to shareholders from the funds' exposure to subprime mortgage-backed securities. On March 31, 2011, Judge Holwell of the Southern District of New York dismissed the complaint with prejudice finding that “no connection between the alleged material misstatement and a diminution in the security's value has been or could be alleged.”
  • Ameriprise Financial in highly publicized litigation (Ameriprise Financial Services, Inc. v. The Reserve Trust (MDL S.D.N.Y. 2008)) initiated against The Reserve Trust after its money market fund “broke the buck” by having its NAV fall below $1/share.

Clients

Ropes & Gray represents a variety of United States-based investment management firms, ranging from some of the nation’s largest firms, with hundreds of billions of dollars under management, to start-up ventures. We also counsel non-U.S. investment firms and other financial institutions with respect to their U.S. activities and operations. Our clients include:

  • Allianz Global Investors
  • Ameriprise Financial 
  • Baillie Gifford Overseas Ltd.
  • Blackstone Alternative Asset Management 
  • DoubleLine Funds
  • Grantham, Mayo, Van Otterloo & Co., LLC
  • Harris Associates 
  • Highland Capital Management
  • Independent Trustees of Market Vectors ETF Trust
  • Independent Trustees of Nationwide Mutual Funds 
  • Independent Trustees of Schwab Funds and Laudus Funds 
  • Martin Currie Inc.
  • Natixis Global Asset Management
  • Pacific Investment Management Company LLC 
  • ProShares
  • Putnam Funds
  • Schroders
  • State Street Bank and Trust Co.
  • Western Asset Management Company