Our Story

Hutner Klarish LLP is a leading New York City based boutique law firm offering a small firm approach to the business law field typically dominated by big corporate law firms.  We focus on maintaining one on one direct contact with clients, understanding them, their businesses and their needs and delivering to them the highest quality legal services with pricing structures they can understand and that make sense.  It is our level of personal attention, accessibility, communication, high quality legal services and business level understanding that provides an edge. We are deliberately small firm in approach, but our clients and the transactions and cases that we handle do not fit this profile.

Practice Areas:

Company Formation, Company Financing, Hedge Funds, Private Equity, Venture Capital, Securities Law, Investment Advisor Representation, Cryptocurrency and Blockchain, Representation of Financial Services Professionals (Portfolio Managers, Analysts, Traders, etc.), Broker-Dealer Representation, Civil Litigation, Securities Enforcement and Regulatory Defense, FINRA and AAA Arbitration and Mediation, Employment Matters, Trademark Registration and Protection, and Office and Commercial Leasing.

 

General Information

Company Formation

The type of legal entity chosen for the business is crucial to its success. Hutner Klarish LLP helps to determine which form is most appropriate for the owner’s business goals, such as business structure, management controls, tax minimization, risk management, and potential exit strategies. We assist clients in determining the most desirable choice of entity to meet their objectives, such as:

 

  • S Corporation
  • C Corporation
  • Limited Liability Company (LLC)
  • Limited Partnership (LP)
  • Professional Corporation (PC)
  • Professional Association (PA)
  • Joint Venture Partnership
  • Professional Limited Liability Company (PLLC)

Once the type of entity is chosen, Hutner Klarish LLP handles all aspects of formation and organization, such as registration, documentation, preparation of minute books and stock certificates, preparation of essential agreements, and obtaining any licenses that may be needed.

 

Financial Services Practice

Hutner Klarish LLP has achieved industry wide recognition in the financial services industry.  This practice group focuses on hedge funds, private equity, venture capital, alternative investments, family offices, investment advisors and the entrepreneurs that form and operate these enterprises.  We also represent financial industry executives, such as portfolio managers, in all matters relating to their employment opportunities and transitions, including negotiating investment management agreements with large hedge funds and proprietary trading platforms.

We have strong relationships with the top service providers throughout the industry (auditors, custodians, prime brokers and administrators) and other key industry professionals such as funds-of-funds, institutional and seed capital investors, and third party marketers.  We routinely leverage these relationships to help clients establish and grow their businesses. Hutner Klarish LLP is the recipient of the Global Law Experts Award for Boutique Hedge Fund Formation Law Firm of the Year in New York for 2 years running (2016 and 2017).

 

Fund Formation and Representation

Hutner Klarish LLP has developed a specialty practice in this complex and continually evolving area of the law through our formation and continued representation of a wide variety of hedge funds, venture capital funds and commodities pools, such as—

 

  • Long / short
  • Global macro
  • Emerging market
  • Risk arbitrage
  • Vulture
  • Country specific
  • Sector specific
  • Real estate
  • Fund of funds
  • Multi-manager
  • Quantitative
  • Single investment

 

Hutner Klarish LLP counsels clients in adopting the most effective hedge fund structures and keeps them informed of the latest trends in industry practices, regulatory requirements and investor preferences.  We are also experienced in the formation and representation of offshore funds (master-feeder, parallel and mini-master) that cater to foreign and tax-exempt investors.  Our hedge fund formation services typically include:

 

  • Formation of all entities
  • Partnership and LLC Agreements
  • Side Letter Agreements
  • Subscription Documents
  • Service Provider Agreements
  • Seed Capital and Third Party Marketing Arrangements
  • Preparation of customized offering documents
  • Investment Management Agreements
  • Filing and Update of Form D and other SEC forms
  • Investment Advisor Registration or Exemptions
  • Compliance with State Blue Sky Laws

 

Financial Industry Executive Representation

Hutner Klarish LLP has developed a niche practice representing leading portfolio managers and other industry professionals in transitioning between positions within the industry. We have negotiated numerous employment and independent contractor agreements between industry professionals and some of the most recognized hedge funds and other proprietary platforms in the industry including SAC Advisors (now Point72), Millennium, Blackstone, Schonfeld, Lighthouse, Visium, Hutchin Hill, Blue Crest and World Quant. Virtually all of our clients in this area come from word of mouth referrals from other clients that we have successfully helped in their own previous negotiations and transitions. Since most of our clients are already employed in high level positions when they are seeking to transition to an even more compelling opportunity, we help them assess any restrictive covenants that may impede them from leaving their current position for a competitor and help them structure and negotiate favorable exits.

Investment Advisors

We counsel Investment Advisors on advisory contracts; disclosure documents; compliance with state and federal securities laws, including the development of compliance policies and procedures and codes of ethics; SEC and state registration of advisors and routine filings, including Form ADV, Form PF, Schedule 13D, 13G and 13Fs, etc.; trading and reporting requirements, including insider trading obligations; and advertising and marketing activities, including website and performance related disclosures and solicitation arrangements with third parties.

Family Offices

We represent some large, established single family offices in connection with many matters relating to both internal matters such as legal structure and succession planning and their investment and external relationships.  Basically we fill the role of general counsel to family offices that may not have a dedicated in-house person serving that role. We also routinely get involved in review and negotiating direct investment opportunities usually involving complex private company investments and investment in funds and structured products.

 

Additionally, we offer a wide range of compliance support services and counsel on trademark registration to protect one of the management company’s key assets (its brand name).  

 

Securities Enforcement and Regulatory Defense

Hutner Klarish LLP has for decades been representing clients investigated and sued by the Securities and Exchange Commission (SEC), FINRA (formerly NASD and the regulatory arm of the New York Stock Exchange), as well as various state regulators. This practice area requires industry specific knowledge and finesse, as regulators are a different breed and the process involves a playing field that can be significantly tilted in their favor. No matter should be taken lightly, and having experienced counsel in your corner is critical to a successful outcome. We pride ourselves on understanding this process, and structuring a defense to an investigation or complaint that aims to prevent disciplinary action or achieve an optimal result under the circumstances.

We have represented clients in virtually every kind of matter in this area, from month-long SEC administrative proceedings, to extended FINRA hearings, to administrative appeals to the actual Commissioners of the SEC and to FINRA’s National Adjudicatory Council (NAC). We also regularly:

 

  • Represent clients required to appear at “on-the-record” interviews and depositions
  • Advise and assist in responding to document subpoenas from the SEC, 8210 requests from FINRA, and orders from state regulators.
  • Advise clients who have received and responded to a “Wells Notice” indicating the regulator’s intention to commence an enforcement action
  • Negotiate settlements before and after disciplinary charges are brought
  • We have also successfully prosecuted a Form MC-400 application which enabled a client to continue working in the securities industry despite being subject to a “statutory disqualification.”

 

Civil Litigation

We have extensive experience handling civil litigation in federal and state courts, principally in New York and New Jersey. From the pleading stage, through discovery, pre-trial, trial, and appeal, our experience ensures a level of work product and results comparable to that of law firms many times our size. The difference, however, is the personal attention that we bring to our work and our focus on cost control and the economics of the dispute. The primary areas of our litigation practice on behalf of our local, national and international clients are:

 

  • Commercial and business litigation
  • Contract disputes
  • Securities litigation
  • Intellectual Property litigation
  • Ownership and Partner disputes
  • Employment litigation

 

Our overriding philosophy is to represent our litigation clients zealously while advising how to best resolve each dispute successfully and in a pragmatic and cost effective manner. We take special pride in our ability to pursue alternatives to full blown litigation, whenever and wherever possible. While litigation may be necessary, we continually seek innovative solutions to avoid an expensive fight whenever it is in the client’s interest to do so. We don’t look to fight for the sake of fighting when the client’s goals can be achieved more quickly and less expensively through settlement, arbitration or mediation.