Investment Capital Law Group

Helping owners, brokers, investment funds and investment managers raise and manage investment capital from U.S. and non-U.S. investors

Who We Represent

  • Real estate developers raising capital for acquisition and development of U.S. real estate projects through the EB-5 Immigrant Investor Program and U.S. securities markets
  • EB-5 Regional Centers raising capital for development of U.S. real estate projects, particularly hotels, multi-family, mixed use and assisted living properties  Download our booklet, Regional Centers & Sponsors and U.S. Securities Laws.
  • Private fund managers raising capital for investment in U.S. real estate and real estate related investments, or investments in U.S. public or private companies
  • Registered securities broker-dealers and investment advisers raising capital and advising clients regarding U.S. investments

What We Do

JMBM's Investment Capital Law Group provides legal and business advice to assist our clients with:

  • Raising capital for investment in U.S. real estate development and business
  • Structuring offerings of investment securities, primarily for private investment
  • Conducting offerings of investment securities in compliance with U.S. federal and state securities laws
  • Forming and obtaining approval of EB-5 Regional Centers for investment in U.S. business through the EB-5 immigrant investor visa program
Read our Investment Law Blog for practical information on these topics.

Investment Transactions

  • Structuring Investment Funds and Joint Ventures. We help our clients conduct a thoughtful analysis of the management, capital contributions, allocations of profits and losses, distributions of available cash, and the ultimate exit strategy in structuring investment securities to finance the acquisition of U.S. real estate and businesses. We assist with both the formation of pooled funds to invest in multiple real estate properties or securities, as well as forming investment groups and joint ventures to invest in a single business or real property.
  • Conducting Offerings to Raise Investment Capital. We help each client decide how they want to offer investment securities, whether through a private offering without general solicitation, a private offering following the new general solicitation rules, a California-only public offering, or an offering conducted entirely outside the United States. We also counsel each client on how to comply with the rules that apply to each type of offering, including how to solicit investors, and the do's and don'ts of soliciting investors.
  • EB-5 Offerings of Investment Securities. We help our clients structure EB-5 offerings, and have participated in EB-5 offerings throughout the U.S. investing in hotels, assisted living, mixed use and residential development. We are active in the EB-5 investment community, and help our clients access the overseas markets for these offerings. We work closely with nationally recognized immigration lawyers in structuring offerings to obtain the necessary approval of these offerings from the U.S. Citizenship and Immigration Services (USCIS) and to meet the requirements of the U.S. Securities and Exchange Commission (SEC).
  • Securities Broker-Dealer Participation in Investment Securities Offerings. We represent securities broker-dealers registered with the SEC, and assist them in meeting the requirements of the Financial Industry Regulatory Authority (FINRA) with respect to public and private investment securities offerings within and outside of the U.S. financing businesses in the U.S. In addition, we are experts in FINRA, SEC and state regulations and assist our broker-dealer clients to comply with these regulations and to respond to SEC and FINRA examination issues.
  • Investment Adviser Law Compliance. We represent investment advisers registered with the SEC or one or more states in meeting the requirements that apply to their business under U.S. laws. This includes the Form ADV filing requirements, compliance with SEC and state rules for operation of investment advisers, and assistance with responding to SEC and state examination issues. In addition, we help managers of U.S. private investment funds meet the requirements for exemption from registration as investment advisers under SEC and state rules.

Recent Successes

  • Formed a new private investment fund to invest in multiple distressed real estate mortgages secured by U.S. commercial property, which has rapidly raised nearly $100 million, and assisted manager of the fund in qualifying for California exemption from investment adviser registration of private fund managers
  • Formed a new fund for investment adviser clients to invest in U.S. real estate joint ventures with a large established real estate investment firm, and assisted manager of the fund in qualifying for California exemption from investment adviser registration of private fund managers
  • Assisted Chinese investor in purchasing 800-room Sheraton LAX in 2013
  • Assisted Chinese investors in purchasing Hampton Inn Newark Airport, Crowne Plaza Hotel San Pedro, and Wyndham Garden Inn Newark Airport in 2013
  • Represented over 25 hotel investment firms raising capital through the EB-5 program for over 60 new hotel and hotel expansion projects throughout the U.S.
  • Assisted small California broker-dealer with structuring and offering $30 million fund to invest in assisted living facilities, and $50 million fund to invest in commercial real estate through California-only registered public offerings
  • Assisted large independent California broker-dealer with FINRA suitability and due diligence compliance requirements for private offerings
  • Assisted multiple new California investment funds with structuring and offering private investment funds in the U.S. using the new general solicitation rule under SEC Regulation D implemented in 2013
  • Assisted and secured approvals for several new USCIS EB-5 Regional Centers 

Our Commitment To Client Service

Our lawyers have been helping owners, brokers, investment funds and investment managers raise and manage investment capital from U.S. and non-U.S. investors for decades. Our approach to advising our clients is business-centric and focused on meeting their goals. We are committed to solving problems, adding value, and getting the deal done.

Contact Us

Please contact us if you have questions about raising or managing capital for your U.S. investment transactions. Click on the "Attorneys" tab at the top of this page to find an attorney who can help.

Successes

  • For Formosa International Hotels Corporations: JMBM Client Acquires Regent Hotel Business JMBM client Formosa International Hotels Corporation has completed a deal to acquire the Regent Hotel Business. Jim Butler and Cathy Holmes acted as transactional counsel for FIHC, which partnered with affiliates of Carlson Companies and The Rezidor Hotel Group AB for the acquisition. Regent Hotels includes properties in China and Europe, as well as developing […]