The managing partner of McMahon Clarke, Sean has a long history in the funds management and corporate sectors. Sean advises fund managers in a range of sectors, including property, equities and mortgages (both wholesale and retail), about getting their product to market and their ongoing compliance obligations. Recognised in Best Lawyers in Australia (2022-2020) for Investment Funds and Funds Management, Sean's expertise ranges from establishing and advising on fund structures through to governance, directors' duties, compliance, and disclosure issues.
Some key transactions Sean has recently been involved in include:
- One Managed Investment Funds Limited and Gryphon Capital Investments Pty Ltd – lead adviser for the capital raising activities of ASX-listed Gryphon Capital Income Trust (ASX:GCI) – a pro-rata non-renounceable entitlement offer and placement which raised $108 million and a pro-rata non-renounceable entitlement offer which raised $103.6 million – including preparing the PDS and lodgement with ASIC and ASX, sitting on a due diligence committee, verifying the PDS, advising on the offer management agreement.
- Centuria Industrial Income Fund No. 1 – working with Centuria Property Funds Limited (a subsidiary of Centuria Capital Group ASX:CNI) to launch the Centuria Industrial Income Fund No. 1, an unlisted closed-end fund invested in a $62.5 million portfolio of direct industrial assets in Brisbane and Adelaide, including all aspects of fund establishment, registration, and offer of investment to retail clients.
- Cromwell Property Group (ASX:CMW) – acting on all aspects of Cromwell’s unlisted property fund business, including the replacement PDS for the Cromwell Direct Property Fund; the rollover proposal for the Cromwell Property Trust 12; and regulatory issues, including compliance with RG 97, reviewing continuous disclosure notices, and product governance arrangements to comply with the new design and distribution obligations.
- IFM Investors – acting for one of Australia’s largest fund managers in establishing the IFM International Infrastructure Wholesale Funds 3, IFM Global Indexed Equities Fund (Hedged), and IFM Long Term Private Capital Fund, as well as the IFM Long Term Private Capital Fund, a new $750 million private equity strategy expected to be launched in 2021.
- StoreInvest – advising on the restructure of 10 existing funds holding assets valued at approximately $150 million into a new unregistered fund, including amending existing trust deeds, advising on the meeting processes, drafting the notice of meeting and explanatory memorandum, establishing the new diversified fund, and working with StoreInvest’s tax advisers.
- Primewest Property Income Fund – lead adviser to Primewest Group on establishing and launching its first open-ended retail investment fund, the Primewest Property Income Fund, which provides investors with a more flexible investment product.
- Forza Capital – advising on establishing the Forza Priority Framework (FPF), a unique offer whereby Forza secured non-binding commitments from investors in future Forza offerings, including all licensing and disclosure requirements and preparing the offer documents and accompanying subscription documents.
- 340 Adelaide Street Fund – advising Forza Capital on the 340 Adelaide Street Fund, the first of their offerings under the Forza Priority Framework, including all aspects of the fund establishment and prepared all necessary constituent documents, including the offer document.
- Primewest Commercial REIT – lead legal adviser to the Primewest Group on establishing and launching the Primewest Commercial REIT (on hold due to COVID), a notional entity formed through the stapling of interests in five existing unlisted and unregistered managed investment schemes, including reorganising the five existing trusts, their registration, and preparing the PDS for the offer.
- Design & Distribution obligations – working with several issuers and distributors of retail managed investment products to implement product governance arrangements to comply with the new design and distribution obligations (DDOs), including industry leaders Cromwell, Centuria, Trilogy, Vasco Trustees, One Investment Group, Primewest, and Affluence.
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