Qualified Opportunity Fund Formation & Structuring Guide

Not all Opportunity Funds are built the same. We help you choose the right legal and tax structure based on
your strategy, capital sources, and asset types.
– Traditional LLC or LP
– Series LLCs or Programmatic Series
– REIT Structures
– Pooled Investment Vehicles
We walk you through the pros and cons of each.

We create financial projections that clearly show how OZ benefits impact:
– Internal Rate of Return (IRR)
– Cash-on-cash returns
– Exit value after Year 10
Our models help investors and sponsors evaluate deals with confidence.

Opportunity Zone investments can be stacked with incentives such as:
– LIHTC (Low-Income Housing Tax Credit)
– NMTC (New Markets Tax Credit)
– Historic and energy-related tax credits
We help layer these incentives to enhance returns while staying compliant.

We review and comment on essential fund documents:
– Private Placement Memorandums (PPMs)
– Operating and partnership agreements
– Subscription and offering materials
Our goal is clarity, compliance, and investor-readiness.

We stress-test financial projections and IRR claims by:
– Verifying cash flow assumptions
– Modeling the impact of OZ tax benefits
– Checking for compliance with OZ time horizons
This protects investors and fund managers from unrealistic expectations.

OZ rules are strict about how and when capital must be deployed. We help:
– Structure episodic or programmatic contributions
– Navigate operating distributions and refinances
– Plan redemptions to preserve OZ benefits

We simplify complex tax considerations:
– Character of debt and impact on basis
– Potential limitations on tax losses
– Impact of IRC § 163(j) interest expense rules
– Asset testing (70% and 90%) and method of accounting

We help you design exits that maximize OZ advantages:
– Sell asset vs. equity
– Refinance vs. disposition
– Tax-free liquidation after Year 10
Planning the right exit helps unlock long-term wealth.

Opportunity Zones offer powerful tax advantages, but the rules are complex.

We simplify the process.
We protect the benefits.
We make sure your structure supports your success.