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Terry Davis

Partner

Head, Registered Funds Practice

About

Terry represents registered investment companies, investment advisers, and broker-dealers, and heads the firm's registered funds practice. He brings particular experience and skill to providing legal counsel on the Investment Company Act of 1940 and the Investment Advisers Act of 1940.

Terry has a broad background representing mutual funds, ETFs, closed-end funds, and other traditional registered funds investing across a variety of asset classes and strategies, including: public and private U.S., developed and emerging market equities; private credit, structured credit, high-yield, directly originated and broadly syndicated loans and other income-producing strategies; and real estate and infrastructure assets.

In addition to traditional funds, Terry also spends significant time counseling clients on the design and offering of alternative investment products, such as BDCs, funds of funds, interval funds and tender offer funds, that offer access for retail and high net worth investors to a variety of traditional “private market” asset classes, such as private credit and private equity, including on a primary, secondary, direct or co-investment basis.

Terry advises clients on the full range of issues facing registered funds, their independent directors and investment advisers, including, but not limited to: regulatory and compliance matters, SEC exemptive relief applications and compliance, registration and disclosure matters, seed capital and other funding transactions, financing arrangements, restructurings, and acquisitions.

Drawing on his experience as a Rule 38a-1 Chief Compliance Officer for a global financial services company, Terry routinely counsels investment advisers and registered investment companies in the structure of their compliance programs. He also represents clients in routine examinations by the Securities and Exchange Commission (SEC).

Bar admissionsGeorgiaDistrict of ColumbiaPennsylvania

EXPERIENCE

  • Served as the lead attorney in the representation of multiple open-end investment companies.
  • Served as the lead attorney in the organization and registration of multiple closed-end investment companies operating as interval funds under the 1940 Act.
  • Served as the lead attorney in a first of its kind reorganization of a business development company into a closed-end interval fund.
  • Served as the counsel to independent directors of several investment companies.
  • Obtained exemptive relief from the SEC in various matters arising under the 1940 Act.
  • Obtained no-action assurances from the staff of the SEC in various matters arising under the 1940 Act.
  • Served as the lead attorney in the negotiation of multiple credit facilities involving registered investment companies and private investment funds.
  • Served as the lead attorney in multiple SEC examinations of registered investment companies and investment advisers.
  • Served as the lead attorney in the formation of several private equity and hedge funds, including several funds of funds.
Education
  • J.D., Howard University School of Law
    Business Manager/Editor, Howard Law Journal

  • B.B.A., Howard University
    cum laude

AWARDS AND RECOGNITION

  • Georgia's Legal Elite in Corporate Law, Georgia Trend Magazine, 2014

Prior Experience

  • ING U.S. Financial Services, 2002-2007
    • Enterprise Compliance Officer and Vice-President, 2004-2007
    • Counsel, 2002-2004

Professional and Community Involvement

  • Member, Atlanta Humane Society 2024 - present
    • Chair, Board of Directors, 2016-2017
    • Vice-Chair, Board of Directors, 2015
    • Treasurer and Executive Board Member, 2011-2015
  • Member, District of Columbia Bar Association
  • Member, American Bar Association
  • Treasurer and Executive Board Member, Calvary Women's Shelter, 1999-2001

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