Practices
Nicholas R. Miller is a partner in the Investment Management group at Seward & Kissel LLP. Nick regularly advises sponsors and managers of private investment funds, including hedge, private equity, private credit and venture capital funds, regarding formation, structuring and capital raising matters. He has extensive experience structuring onshore and offshore investment vehicles, such as special purpose vehicles, co-investment vehicles, separately managed accounts and funds-of-one. In addition, Nick frequently counsels registered and unregistered investment advisers on regulatory compliance matters. Nick also regularly represents both seeders and investment managers in connection with seed and anchor investments, and is a frequent contributor on the topic.
Nick received a B.A. from Colby College, cum laude, and a J.D from Boston College Law School, magna cum laude, where he was a member of the Order of the Coif. Nick also served as a Note Editor on the Boston College Law Review.
Nick was recently named a “Rising Star” in the Private Equity Fund practice area by the International Financial Law Review. This category recognizes young partners who work on complex private equity deals and are highly recommended by their clients and peers.
Nick has also been recognized and ranked by Chambers as a top private funds lawyer, with sources praising his commercial and results-oriented approach and noting his responsiveness and market knowledge. See below for more client feedback regarding Nick and his team, as reported directly to Chambers:
- “Nick was one of the most approachable, knowledgeable, dependable and humble law firm partners that I talked to. He and his staff were on top of the process. They even drove other counsels to deliver promptly. Hands down, working with Nick and his team at Seward & Kissel has been a pleasure. Nick and his team thoroughly understood the issues. They were able to provide guidance promptly. Nick’s client service and general level of service are very strong. His level of sophistication is very strong, and his commercial vision is very strong.”
- “Nick is extremely diligent and sharp. The best part about working with him is that I can reach him in crunch time.”
- “We have had a very positive experience with Nick. He is incredibly responsive and detail-oriented.”
- “We’ve found other lawyers that we work with to be less focused on how to achieve the goals of both parties in the negotiation. Often, they are more focused on how to win on a particular point. This, in part, takes a detailed understanding of the business that we’re trying to build. Nick has developed such an understanding. Nick is incredibly thorough and responsive. He is very knowledgeable in the area of investment fund regulations and compliance. He has done a great job delivering for the firm. He’s also quite business minded, which I appreciate. In negotiations, he has a good sense of what to push back on and what to accept in order to get a deal done.”
- “Nick has very strong expertise and is incredibly responsive.”
- “The firm’s ability to handle complex and sophisticated matters is very strong. Nick and his team thoroughly understood the issues. They were able to provide guidance promptly. The depth and breadth of their team is very strong. They have a deep understanding of fund formation and the related ongoing challenges. They have the ability to provide guidance and solutions. Their service levels and responsiveness are very strong. They are extremely responsive. Their commercial awareness is very strong. They have a thorough understanding of the fund formation and operations domain.”
Publications
- In an Election Year, Advisers Should Be Particularly Alert for Potential Pay to Play Issues, Hedge Fund Law Report, August 1, 2024.
- Industry Experts Weigh In On 2023 SEC Examination Priorities, Align, February 13, 2023.
- “U.S. Legal and Compliance Issues Relating to ESG for Private Fund Advisers,” International Comparative Legal Guide – Environmental, Social & Governance Law 2023, January 26, 2023.
- “Report Examines Appetite for Separately Managed Accounts and Key Terms,” Hedge Fund Law Report, October 27, 2022.
- “Regulatory Risk: Confronting the new global hedge fund compliance challenges,” Hedgeweek, July 7, 2022.
- “Hedge Funds Question Costs, Fees of SEC’s Proposed Rules,” Financial Times’ FundFire, February 16, 2022.
- “U.S. Legal and Compliance Issues Relating to ESG for Private Fund Advisers,” International Comparative Legal Guide – Environmental, Social & Governance Law 2022, December 13, 2021.
- “The New Trend in PE Fund Seed Investments, Unique Deal Features and Several Options for Seed Sources,” Private Equity Law Report, March 17, 2020.
- “Buy-out provisions in seed transactions,” HFM Week, January 15, 2020.
- “Restrictive Covenants and Tail Right Provisions in Seed Transactions: Balancing Seeder Protection and Key Person Autonomy,” HFM Week, November 13, 2019.
- “Aligning Seed Investor Liquidity Rights,” HFM Week, August 26, 2019.
- “Working Capital in Hedge Fund Seeding,” HFM Week, July 4, 2019.
- “Recent Developments in Hedge Fund Seeding,” HFM Week, May 15, 2019.
- “Eight Common Best Execution Deficiencies and How to Prepare for Your Next Exam, ” Wells Fargo Prime Services’ Industry and Regulatory Updates, October 2018.
Events
- Panelist on iConnections’ webinar titled, “Industry Briefing: Breaking Down the SEC’s Proposed Rule Changes“
- Panelist on Seward & Kissel’s SEC Spotlight Webinar on the SEC’s proposed rule amendments
- Moderated webinar on SEC ESG Risk Alert
- Panelist in Hedgeweek NA Emerging Managers Summit
- Panelist on Alternative Credit Council’s Global Hedge Fund Benchmark Study podcast – Episode 4 – Sustainability
- Co-Presenter at 2020 Context Family Network Virtual Retreat – ESG Considerations for Family Offices