SPV ADMINISTRATION

Assure provides a full range of best-in-class administrative services for special purpose vehicles (SPVs) and the investors who use them, including:

SPV Formation

  • Consult with client to help determine optimal SPV or fund structure and setup.
  • Form regular or series LLC or LP, as appropriate.
  • Register entity in the applicable state.
  • Obtain an EIN on behalf of the entity.
  • File a foreign entity registration in all applicable states.
  • Hire an effective registered agent for the entity.
  • Provide useful template SPV of fund documents, including operating agreement/limited partnership agreement, PPM and subscription agreement.
  • As needed, review investment documents and suggest adjustments or side letters.

FUND FINANCING

  • Set up a bank account to aggregate commitments, as needed.
  • Record receipt of documentation and wire transfers from investors.
  • Maintain files for each investor, create and maintain a ledger of investor information.
  • Track investor ownership percentages and expense allocations.
  • As needed, assist with multiple closings.

FUND INVESTING

  • Assist in closing transactions by obtaining and aggregating executed documents and transmitting capital to company or sponsor.
  • Make appropriate book entries reflecting the use of proceeds from the sale of SPV or fund interests to investors.
  • Account for the wiring of funds to the portfolio companies or sponsors.
  • As needed, assist with follow-on (pro rata) investments.

Securities Filings

  • File notice of the SPV's offering(s) with the SEC.
  • Complete any applicable blue sky state filings.

TAXES AND K-1 SERVICES

  • As needed, prepare and file an annual Form 1065 partnership tax return.
  • Preparation of Schedule K-1s to investors and, as needed, assistance with K-1 distribution through the Assure portal.

Fund Administration

  • Prepare and provide capital account statements to investors.
  • Pay ongoing SPV expenses, primarily: (a) LLC/LP formation and registration fees; (b) tax filing fees (as needed); (c) registered agent fees; (d) foreign registration fees.
  • Assist with completing post-close requests related to the SPV investment(s).
  • Assist with waterfall calculations and periodic distributions to investors.

PORTAL

  • Provide online portal for both client and its investors to securely and conveniently share documents like; K-1s, executed investment documents and other statements.

WINDING UP

  • Manage or assist with distribution of cash, stock or other proceeds, as needed, in a liquidity event.
  • Shut down the SPV upon completed exit.
  • Prepare final tax return and distribute final K-1s.

GLASSBOARD by ASSURE

  • Glassboard is Assure’s collaborate productivity tool.
  • New Deal Form - Clients submit the details of new deals through a client dashboard
  • Blue Sky Calculator - Allows clients to calculate Blue Sky expenses to assist in estimating deal costs.
  • View Deals - Details on formerly closed deals.

SEPARATE SERVICES (additional fees apply)

  • Prepare and distribute SPV financial statements on an annual, semi-annual or quarterly basis.
  • Provide annual account statements to accompany K-1s.
  • Prepare and distribute annual documents to CFOs to verify SPV investment and the accuracy of the deal’s details.
  • GP LLC entity setup.
Contact us to learn to learn more about our services.