Chair, Private Funds

Dallas

Office: 972.392.8900

smurray@buchalter.com

Bar Admissions

Texas

Overview

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Scott Murray chairs Buchalter’s Private Funds practice. He advises fund sponsors, investment managers and investors on the formation, capitalization and operation of private investment funds, as well as the governance, economic and regulatory matters that shape an investment management business. His work connects the terms negotiated at a fund’s inception with the decisions its sponsor will face as capital is raised, investments are made and the business develops.

Scott’s practice spans asset classes and investment strategies, including private equity and buyout funds, venture capital and growth equity, real estate, private credit and distressed debt, energy and infrastructure, secondaries and opportunistic strategies. He approaches each mandate with attention to the proposed investments, the composition of the investor base and the sponsor’s commercial objectives. That perspective informs the choice of investment vehicle, the allocation of risk and return, and the governance arrangements needed to support the strategy.

Scott works with sponsors establishing investment programs and raising successor funds, as well as investors negotiating fund commitments and other investment arrangements. His experience includes complex partnership structures, growth and early-stage capital investments, equity line arrangements and the fund-related aspects of mergers and acquisitions. He brings that experience to questions that arise at both the fund and sponsor levels, including how investment terms, internal economics and investor rights interact.

Asset Classes and Strategies

Venture Capital and Growth Equity
Private Credit and Distressed Debt
Secondaries

Admissions

  • Texas

Education

  • University of Arkansas School of Law, J.D., cum laude
  • Baylor University, B.B.A.

As Chair of Private Funds, Scott works closely with Buchalter’s Investment Management practice and its Private Equity and Venture Capital transactional attorneys. He coordinates fund counsel with the lawyers handling acquisitions, venture and growth financings, portfolio company matters and exits, so that fund restrictions, allocation provisions and co-investment arrangements are considered during the transaction process. He also draws on the firm’s Fund Finance, tax, ERISA, real estate and other capabilities as a matter requires.

Scott emphasizes direct involvement, clear advice and careful attention to the business terms that matter to each client. His objective is to help clients make informed decisions during a fundraise while establishing arrangements that remain workable as the fund and its sponsor evolve.

Fund Formation and Fundraising

Scott advises on fund and entity structures, offering and governing documents, subscription arrangements and investor negotiations. His work includes fund economics, distribution waterfalls, management fees and carried interest, together with investment parameters, governance rights and side letters. He helps clients assess how these provisions will operate through successive closings, the investment period and the realization of investments.

Sponsor Governance and Economic Arrangements

Scott counsels sponsors on the organization and operation of general partner and management entities, ownership and control, and the allocation of economic interests among founders and investment professionals. His work includes carried interest participation and vesting, sponsor commitments, partner transitions and the governance provisions that support continuity within the investment business. He addresses these arrangements alongside the sponsor’s obligations to its funds and investors.

Customized Investment Structures

Scott advises on special purpose vehicles, co-investment arrangements and complex partnership structures used to pursue individual transactions or tailored investment programs. He helps clients address differences in investor participation, economic priorities and governance rights, including arrangements involving multiple classes or series. His work also encompasses the relationship between these vehicles and the sponsor’s broader fund structure.

Secondaries and Liquidity Transactions

Scott’s experience includes GP-led structured secondary transactions and other fund liquidity arrangements. He advises on the fund terms, investor rights, sponsor economics and governance considerations that accompany changes to an existing investment structure. His practice also includes fund-related aspects of mergers and acquisitions and other transactions affecting the ownership, operation or economic arrangements of an investment management business.

Investor Representation

Scott advises investors on commitments to private funds and negotiated investment arrangements. His work includes reviewing fund documents and negotiating economic and governance provisions, side letters, transfer rights and liquidity terms. He considers how the investor’s rights will operate over the life of the investment, including when a fund seeks amendments, changes its structure or pursues a liquidity transaction.

Investment Management and Regulatory Matters

Scott also has experience with investment management and broker-dealer regulatory compliance. He works with Buchalter’s Investment Management attorneys on regulatory considerations arising in fund formation, fundraising and ongoing manager operations. This coordination helps clients align offering disclosures and investor arrangements with the legal requirements applicable to their funds and management businesses.

Before joining Buchalter, Scott was a shareholder in Greenberg Traurig’s Dallas office, where his practice focused on fund formation and investment management.