Stephen Mcshea Email & Phone Number

• Manage all legal and regulatory work for SEC-registered financial services firm with ~$30 billion of diversified assets in separately managed accounts, private funds and public funds (asset classes include traditional equities, fixed income and alternative asset classes such as direct lending, agriculture assets and infrastructure assets), including: - Contracts: Drafting, reviewing and negotiating commercial contracts, including management services agreements, support services agreements, licensing agreements, sales and distribution agreements and affiliate inter-company services agreements. - Product Development and Offering: Structuring and drafting offering and operating materials for private and public funds, customized management accounts and customized fund classes or single-investor fund offerings. - M&A and General Corporate: Structuring acquisitions, lift-outs, spin-outs and corporate reorganizations; drafting and negotiating full range of agreements and corporate documents for mergers and acquisitions, lift-outs, spin-outs, business integrations and corporate reorganizations; preparing, reviewing and maintaining corporate books, records and filings. - Labor and Employment: Counseling on labor and employment law matters and drafting employment agreements. - Compliance Counseling and Programs: Advising and counseling business teams, boards and non-US legal teams on application of various U.S. securities laws, tax laws and banking laws affecting the operation and product offerings of the firm, including the Advisers Act, ERISA, the 40 Act, the 33 Act, FINRA regulations, CFTC and NFA regulations and the BHCA and Volcker Rule. - Regulatory Examinations and Registrations: Managing SEC exams and a Department of Labor exam; SEC and NFA filings. - Team Management: Management of U.S.-based team of legal and compliance professionals.• Previously served as Chief Compliance Officer of adviser and mutual fund complex.

Developed and taught a course on investment adviser and hedge fund regulation.

• Managed all legal and regulatory work for SEC-registered boutique financial services firm with ~$1 billion of assets specializing in hedge fund investing and hedge fund manager seeding.• Negotiated and structured: management buyout of parent company; founder class and seed investments in start-up and early-stage hedge funds; joint venture agreements and operative agreements for management entities of domestic and offshore fund of funds, seed funds and mutual fund; credit facilities for domestic and Irish-based fund of funds; and distribution agreements for domestic and offshore fund of funds and seed funds.• Structured various products for U.S. and non-U.S. private and retail clients, including Irish Stock Exchange listed funds, bespoke funds, ERISA funds, seed funds and liquid alternative multi-manager mutual fund.• Managed NFA exam of commodity pool operators and selected funds (2011). • Managed SEC exam of adviser and SEC-registered closed-end funds of hedge funds (2010).Served as CCO of SEC-registered closed-end funds of hedge funds (September 2009 – May 2011).

Philadelphia, Pa, Us

• Represented issuers and managers in connection with the structuring, offering, operating and unwinding of domestic and offshore private investment funds, including hedge funds, private equity funds and fund of funds.• Represented registered investment advisers, registered investment companies, and broker-dealers in connection with: mergers and reorganizations; securities law and regulatory compliance (including preparation of compliance policies and procedures); contract review and preparation; and general corporate matters.• Negotiated and structured credit facilities for hedge funds and private equity funds. • Reviewed hedge fund and private equity fund offering materials on behalf of potential investors, including other funds, investment managers, trusts and university endowments.• Prepared and presented practice group training materials on: (i) hedge fund best practices and (ii) structure and operation of hedge funds, private equity funds and hybrid funds.

Associate - Business Law Department - Sept. 2000 - April 2004Summer Associate & Student Intern - May 1999 - May 2000• Represented private companies and venture capital funds in all phases of private equity financing.• Represented investment advisers, registered investment companies and public and private companies in connection with: acquisitions and reorganizations; securities law compliance; preparation of compliance policies and procedures; preparation of contracts; and SEC filings.• Represented trustee and lenders in aircraft sales and restructurings of leveraged-lease financings for aircrafts in connection with Chapter 11 bankruptcy proceeding of major U.S. airline and handled other general bankruptcy matters.

• Prepared legal memoranda on corporate and securities law matters, including insider trading and state adviser registration.

• Assisted in preparation of SEC filings, drafted closing certificates and managed closings for credit card securitizations.

Mba, Business Administration (Concentration In Finance)

Jd, Law

Ba, Magna Cum Laude, History And German

German Language

Education record