This course provides an in-depth, transactional training experience for legal and corporate professionals involved in structuring Special Purpose Vehicles (SPVs) to facilitate U.S. investments. It focuses on the legal, regulatory, tax, governance, and compliance frameworks that affect SPVs used in real estate, private equity, venture capital, project finance, securitization, and cross-border investment structures. The course emphasizes real-world legal problem solving, entity design, and contractual planning for risk mitigation and operational efficiency.
Using hands-on exercises, participants will simulate the full lifecycle of an SPV—from structuring and jurisdiction selection to compliance documentation and exit strategies—with particular attention to foreign ownership issues, investor onboarding, fiduciary duties, and regulatory overlays.
Course Objectives
By the end of this course, participants will be able to:
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Identify appropriate SPV structures based on asset class, investor profile, and regulatory jurisdiction.
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Draft and analyze governance frameworks for SPVs that comply with U.S. laws and investor expectations.
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Structure multi-tiered investment vehicles to manage tax, liability, and reporting exposure.
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Navigate securities laws, AML/KYC requirements, and U.S. regulatory oversight for foreign-owned SPVs.
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Anticipate legal risks in the use of SPVs for real estate, venture, fund formation, and securitization.
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Execute transactional documents including operating agreements, subscription docs, and side letters.
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Build exit-ready SPVs with built-in pathways for repatriation, asset sale, or dissolution.
