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    Feb. 5, 2026

Delaware Court Grants LPAC Member’s Emergency Request to Block Continuation Vehicle Transaction

On December 3, 2025, a complaint (Complaint) was filed in Delaware Court of Chancery that highlights the potential risks when a fund sponsor seeks to push through a continuation vehicle (CV) transaction over the objection of existing investors. Specifically, the Complaint alleged that the conflicted CV transaction would have benefitted the sponsor and its affiliates while simultaneously harming the existing investors. Further, several procedural concerns related to the CV transaction were alleged in the Complaint, including that the sponsor used coercive, “underhanded” tactics that violated its fiduciary duties. Although the Delaware Court of Chancery promptly approved a stipulation to temporarily halt the CV transaction until at least the end of February 2026, contingent on an independent arbiter’s review of the facts, the Complaint illustrates risks that can arise in CV transactions. This article summarizes the Complaint and the alleged conflicts of interest in the CV transaction; considers the frequency of investor complaints and litigation in CV transactions; explores what alternative steps the sponsor could have reasonably taken to mitigate the risks; and offers key takeaways from legal experts interviewed by the Private Equity Law Report. See “Secondaries Unlocked: A Market Grown Up and Continuing to Evolve” (Nov. 13, 2025); and “SEC Charges PE Sponsor With Improper Accelerated Monitoring Fees and Continuation Fund Transfer” (Dec. 14, 2023).

Protective Measures Institutional Investors Can Adopt to Mitigate Risks of Retailization (Part Three of Three)

Faced with the rapid retailization of the private funds industry, many institutional investors are trying to get ahead of potential issues by adopting proactive measures to mitigate future risks therefrom. There may not be much that those investors can do to protect their existing private fund investments, aside from leveraging their relationships with managers. As to future investments, however, institutional investors can factor fund managers’ retailization stances into their allocation decisions, as well as negotiate certain legal protections in their fund documents and side letters. This third article in a three-part series explores how the impact of retailization on managers’ operations will affect institutional investors, as well as legal protections the latter can negotiate in conjunction with their future allocations. The first article delved into the market and regulatory efforts driving retailization, and how that is stoking fears among institutional investors. The second article examined specific concerns about how retailization will affect everything from fund liquidity, governance rights and co‑investment allocations. See “How Key PE Fund Terms Are Being Shaped by Current Fundraising Challenges, Liquidity Needs and Distinct Shifts in the Market” (Feb. 9, 2023).

Performance Reporting Templates, Standards and Initiatives for PE and Real Estate Funds

As private fund economics evolve and become more complex, increasingly sophisticated institutional investors are putting more pressure on fund managers to deliver clear, detailed performance reporting. Several industry associations – notably, the Institutional Limited Partners Association (ILPA) for PE, and the National Council of Real Estate Investment Fiduciaries (NCREIF) for real estate – have released reporting templates and standards in an attempt to standardize and enhance the quality of performance reporting delivered to investors. Fund managers are now weighing how to reconcile those templates with increasing demands from institutional investors, while navigating certain regulatory constraints posed, as applicable, by the Marketing Rule. Those issues were addressed by a panel focused on client reporting for private funds at the CFA Institute’s 29th annual Global Investment Performance Standards Conference. The program was moderated by Ken Robinson, director at the CFA Institute; and featured Jamie Kingsley, data governance and reporting standards director at the NCREIF; Neal Prunier, managing director at ILPA; and Weil partner Christopher Mulligan. This article summarizes the panelists’ insights on the topic and relevant takeaways therefrom. For coverage of other CFA Institute programs, see our two-part series: “Reconsidering Key Marketing Rule Terminology and Performance Presentation Criteria” (Dec. 14, 2023); and “Parsing the Parameters and Ambiguity of Using Hypothetical Performance Under the Marketing Rule” (Jan. 11, 2024).

What “Back to Basics” Under Chair Atkins Means for SEC’s Division of Enforcement

Although every new administration brings a degree of change, developments at the SEC have been swift and significant following the end of Chair Gary Gensler’s tenure. Chair Paul S. Atkins has indicated that he intends to move away from “ad hoc enforcement” and toward a steadier, more principles-based approach that focuses on the SEC’s core mission. Ultimately, the new SEC will focus on what Atkins refers to as “back to basics” enforcement, which, for the private funds industry, means a focus on cases involving actual harm to investors, among other things. To explore how leadership changes and new policy directions are reshaping the efforts of the SEC’s Division of Enforcement, as well as the implications for those navigating the evolving regulatory environment, Gibson Dunn hosted a webinar, entitled “The New SEC: New Director and Enforcement.” The panel was moderated by Gibson Dunn partner David Woodcock and featured his partners Jina L. Choi, Osman Nawaz, Tina Samanta and Mark K. Schonfeld. This article offers relevant takeaways from the webinar for private fund managers. For previous insights from Choi, see “Court Fines Former Apollo Partner $240K for Misallocating Personal Expenses; Places ‘Significant Blame’ on Firm’s Internal Practices” (Jan. 19, 2021); and from Schonfeld, see “Conflicts From Managing Multiple Funds and Other Current Challenges to Effective Compliance at PE Funds” (Nov. 30, 2021).

Best Practices for Engaging Private Fund Administrators

The role of fund administrators has received increased attention in recent years in the aftermath of the Bernie Madoff Ponzi scandal, which highlighted the need for heightened probity and more efficient and sophisticated data analysis with regard to inflows and outflows of cash from private funds; the allocation of fees and expenses; and the reconciliation of accounts both internally and externally. But even now, the role of administrators is not understood nearly as well as it could be in the private funds space and beyond. Moreover, some fund managers lack a keen sense of what to look for and what questions to ask when vetting administrators as potential partners, and they may not grasp how critical the automation of recordkeeping processes is to an administrator’s ability to carry out its tasks efficiently, as well as the importance of the full disclosure of that technological ability to the manager. All those themes were discussed in a Manhattan Alternative Investment Network webinar entitled, “Is Your Fund Administrator Meeting All Your Needs?” This article summarizes key takeaways from the webinar, which featured Robert Ansell, director of business development at Opus Fund Services, and moderator Daniel P. McGuire, partner at Citrin Cooperman Advisors LLC. See “Amount of Value Outsourced Fund Administrators Confer to PE Sponsors and Criteria for Selecting Them” (Jan. 25, 2022).

Former GC and CCO Joins Akerman in New York

Akerman has welcomed Christopher Mendez as a partner in the firm’s corporate practice group and chair of its investment funds practice in New York. He focuses on alternative investments and the broader investment management industry, including advising on complex fund formations, fund-related transactions, SEC examinations and enforcement actions. For insights from Mendez, see our three-part series on PE spinouts: “Key Catalysts Behind the Emerging Trend” (Oct. 30, 2025); “Non‑Solicitation Clauses, Track Record Portability and Other Obstacles” (Nov. 13, 2025); and “Economic and Operational Terms and Subsequent Challenges” (Dec. 11, 2025).

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