Real Estate Fund & Capital Raising Lawyers

End‑to‑end structuring & compliance for real estate funds & capital raises across Australia. 

Our Real Estate Fund & Capital Raising Services

We advise fund managers, developers & investors on the full lifecycle of real estate funds & capital raises, including: 

01. Fund Formation & Structuring

We design & establish unlisted unit trusts & corporate vehicles tailored to your commercial goals, ensuring your investment fund structure aligns with the underlying property assets:

  • Structuring open-ended & closed-end real estate funds for targeted acquisitions.
  • Drafting trust deeds, constitution documents & investment management agreements.
  • Advising on tax-effective frameworks for wholesale & retail investors.

We prepare the critical disclosure materials required to raise equity while navigating Australian financial services regulations, including:

  • Drafting Information Memoranda (IMs) & product disclosure statements.
  • Preparing subscription agreements & investor onboarding documentation.
  • Structuring the terms of offer to protect the fund managers & the underlying portfolio. 

We structure & negotiate equity partnerships to align multiple parties for targeted property developments & club deals, such as:

  • Drafting joint venture agreements & shareholder agreements for co-investors.
  • Defining clear decision-making protocols, funding obligations & exit mechanisms.
  • Structuring bespoke vehicles for family offices & high net worth syndicates.

We establish specialised investment vehicles designed specifically for deploying private equity & venture capital into the real estate sector, including:

  • Structuring private debt funds for secured property lending operations.
  • Drafting mandate terms, fee structures & distribution waterfalls.
  • Advising credit funds & non-bank lenders on wholesale capital pooling.

We advise on the regulatory frameworks governing managed investment schemes so your capital raising activities remain compliant, covering:

  • Assessing Australian Financial Services Licence (AFSL) requirements & exemptions.
  • Advising on ASIC expectations for property funds & wholesale investor tests.
  • Structuring compliance plans & governance frameworks for unlisted funds.

We manage the legal execution of acquiring or disposing of major real estate assets to support your broader fund management strategy, including:

  • Executing the transaction of commercial, industrial & residential property portfolios.
  • Conducting legal due diligence on target assets & existing lease structures.
  • Negotiating platform acquisitions, mergers & management spin-outs.

Who We Act For

GRM LAW’s property & finance lawyers understand how real estate capital is raised, structured and deployed – and act as long-term counsel to the full spectrum of property sponsors & investors, including:  

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Real Estate Fund Managers

Institutional operators establishing unlisted property funds & managing complex real estate investment portfolios.

Property Developers

Builders structuring joint ventures & raising equity for large-scale residential, commercial & industrial projects.

Private Equity Firms

Institutional sponsors deploying venture capital & private equity into the Australian property market.

Family Offices

Private wealth groups establishing co-investment vehicles & bespoke debt funds for direct property exposure.

High Net Worth Investors

Sophisticated individuals pooling capital into private property syndicates & exclusive club deals.

Joint Venture Partners

Corporate entities & landowners collaborating on targeted real estate acquisitions through formal equity partnerships.

Non-Bank Lenders / Credit Funds

Private financiers pooling wholesale & retail funds for secured property lending operations.

Infrastructure & Logistics Fund Sponsors

Promoters forming specialised investment trusts for large-scale logistics & infrastructure-adjacent real estate projects.

Discuss Your Real Estate Fund Or Capital Raise

Our investment fund lawyers will contact you to discuss your proposed structure & outline next steps. 

What Our Clients Say

How The Process Works

01.

Initial Commercial & Structural Review

We review your capital raising objectives & underlying real estate assets to pinpoint the optimal investment fund structure.

02.

Entity Formation & Regulatory Strategy

We register your unlisted trust, joint venture or corporate vehicle & map out your financial services compliance pathways.

03.

Drafting Offer Documents & Agreements

We draft your Information Memorandum & subscription agreements so you can legally secure equity under Australian disclosure rules.

04.

Capital Raising & Closing

We handle the live investor negotiations & formal closing mechanics to finalise your time-sensitive transaction.

05.

Ongoing Fund Management Support

We provide post-closing advice on fund management operations, portfolio acquisitions & eventual exit strategies to protect your capital.

Discuss Your Real Estate Fund Or Capital Raise

Our investment fund lawyers will contact you to discuss your proposed structure & outline next steps. 

Why Choose GRM LAW

01. National Market Insight

We leverage deep knowledge of the Australian property market to structure highly attractive unlisted private equity vehicles.

02. End-To-End Lifecycle Expertise

Our fund management team handles your entire transaction from initial structure through to final portfolio acquisition & exit. 

03. Commercial & Strategic Focus

We advise on investment fund structures that reduce regulatory friction & accelerate your speed to market. 

04. Integrated Property & Corporate Capability

We align complex corporate joint ventures with the specific demands of your underlying property assets. 

05. Agile & Responsive Service

Senior lawyers drive your capital raise to ensure rapid execution & immediate clarity for fund managers. 

Meet Gavin McInnes

Gavin McInnes is an award-winning corporate & property lawyer with nearly 20 years’ experience structuring complex real estate investment vehicles. He advises fund managers, developers & private equity firms on the full spectrum of investment funds, ensuring your capital raise is commercially viable & legally compliant.

  • Accredited Specialist in Business Law & recognised by the Global Fund Awards for his work in private equity & funds management
  • Advises managed funds, family offices & high-net-worth investors on unlisted property funds, joint ventures & private debt funds
  • Author of Protect Your Assets, leveraging deep expertise in corporate structuring to protect your underlying real estate portfolio

When Gavin structures your investment fund, you get practical, commercial advice that aligns with your underlying property assets & accelerates your speed to market.  

Representative Real Estate Fund, Portfolio & Capital Raising Experience

We support fund managers, sponsors & investors with real estate fund structures, portfolio transactions & capital raising, including:

307 Queen Street, Brisbane (A$113m acquisition; A$141m sale)

Acting for GDI Property Group on the acquisition and later sale of this major Brisbane office tower.

50 Cavill Avenue, Surfers Paradise

Acting for GDI Property Group on the acquisition of this landmark Gold Coast office building. 

235 Stanley Place, Townsville

Acting for GDI Property Group on the acquisition of this Townsville office property. 

215 Adelaide Street & 235 Edward Street, Brisbane

Due diligence work for the acquisition of two Brisbane CBD office properties. 

GDI Funds Management Portfolio Work

Property acquisitions and commercial leasing matters across a national office & industrial portfolio for GDI Funds Management.

Next World

Capital raising advice for immersive‑technology business Next World.

Recognition & Awards

Real Estate Funds & Capital Raising Essentials

Choosing A Fund Structure

The right legal structure depends heavily on your target investors & the underlying property assets. Unit trusts often provide tax advantages for passive income, while corporate vehicles or joint ventures may suit active development projects.

Our funds team can advise on a structure that aligns with your commercial goals & portfolio strategy.  

AFSL Requirements

Operating an unregistered managed investment scheme generally requires an Australian Financial Services Licence (AFSL). However, property developers often rely on specific regulatory exemptions when raising capital exclusively from wholesale clients.

Early legal advice aims to support compliance with ASIC regulations before you begin marketing the investment fund.

Retail Vs Wholesale Investors

Raising capital from retail investors triggers strict disclosure obligations & requires a highly regulated Product Disclosure Statement. Targeting wholesale or sophisticated investors significantly reduces this regulatory burden & speeds up the capital raising process.

Experienced fund managers typically structure their initial offerings to target wholesale capital for greater flexibility. 

Structuring Debt Funds

A private debt fund pools investor capital to issue secured loans for real estate projects. These structures require robust lending documentation & clear security priority arrangements over the underlying property assets.

Proper legal structuring is designed to help protect capital & manage risk during the transaction lifecycle. 

Discuss Your Real Estate Fund Or Capital Raise

Our investment fund lawyers will contact you to discuss your proposed structure & outline next steps. 

Legal & Compliance Insights

Frequently Asked Questions

What Is The Best Structure For A Real Estate Investment Fund?

The ideal structure depends heavily on your investor profile, tax strategy & the specific property assets involved. Unlisted unit trusts are common for broad property portfolios, while corporate vehicles or joint ventures may better suit targeted developments or private equity deployments. We can assess your commercial goals to design the most effective investment fund structure.

In most cases, yes, raising capital from investors requires an Australian Financial Services Licence (AFSL) or an authorised representative arrangement. However, there are common exemptions available for property developers, particularly when dealing exclusively with wholesale or sophisticated investors. Our fund management lawyers can map out your regulatory compliance pathways before you approach the market.

An Information Memorandum must clearly outline the commercial terms, underlying real estate assets & the specific risks of the investment. It also needs to satisfy Australian financial services disclosure requirements, detailing the fund structure, targeted returns & how investor equity will be deployed. We draft compliant offer documents that protect your liability while remaining attractive to potential investors.

A private debt fund is typically structured using an unlisted unit trust to pool wholesale investor capital for secured lending operations. The legal architecture must clearly define the lending criteria, security perfection processes & how investor returns are distributed from the underlying mortgage interest. We advise non-bank lenders on bespoke fund structures designed specifically for private credit.

Establishing a property fund generally takes between four to eight weeks, depending on the complexity of the structure & your regulatory requirements. Simple joint ventures or wholesale syndicates can be formed quickly, while retail managed investment schemes requiring full ASIC registration take longer. Our agile team works to accelerate your speed to market for time-sensitive capital raises.

We provide transparent, upfront scoping for all fund formation & capital raising services. Before any work begins, we assess your specific structural requirements and provide a clear fee arrangement for the entire establishment process. Contact us to discuss your proposed investment fund and receive a tailored fee estimate. 

Yes, Gavin McInnes leads our funds management team & remains heavily involved in structuring your investment vehicle. You benefit directly from his senior-level commercial insight and nearly 20 years of experience advising fund managers & developers. This ensures your capital raise receives fast, clear answers from an industry expert.

Yes, we provide end-to-end legal support across the entire real estate investment lifecycle. Our integrated property & corporate capability means we can establish your unlisted fund, manage the capital raise, and execute the underlying portfolio acquisition. Speak with our team to streamline your next major property transaction.

Books By Gavin McInnes

Practical guides on structuring, asset protection and private credit in Australia.

Protect Your Assets

A plain‑English guide to protecting your home, business interests and investments under Australian law. Written for business owners, professionals and families who want to keep what they’ve built safe from avoidable risk. 

Private Credit In Australia (Coming Soon)

A forthcoming guide to structuring, documenting and managing private credit transactions in the Australian market, written for lenders, sponsors and their advisers. 

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