Jonathan Axelrad

Jonathan Axelrad

Jonathan Axelrad

Jonathan Axelrad is a partner in Goodwin's Private Investment Funds Practice. He is currently chair of the firm's IT Strategy & Steering Committee and is a past member of the firm's Partnership Committee.

Regarded by Chambers USA and The Legal 500 as one of the nation’s leading attorneys for fund formation, Mr. Axelrad specializes in all aspects of the formation and operation of venture capital and other private equity funds, with a particular emphasis on issues involving partnerships, limited liability companies, tax, ERISA, the Investment Advisers Act and the Freedom of Information Act. He has extensive experience in the areas of international fund structures and "market" terms and conditions. He has also been engaged as an expert witness in matters concerning the structure and operation of venture capital funds. Mr. Axelrad's practice has been devoted almost exclusively to fund services since 1996.

Professional Activities

Mr. Axelrad has been an active member of several American Bar Association and State Bar of California committees regarding tax, partnerships and limited liability companies. He has served as an Advisory Board member for The Journal of State Taxation; Private Equity Partnership Terms and Conditions, an Asset Alternatives report; and the PE/VC Partnership Agreement Study 2010-2011, published by Reuters.

Professional Experience

Prior to joining Goodwin, Mr. Axelrad was a partner in the Palo Alto office of Wilson Sonsini Goodrich & Rosati, where he led (and then co-led) that firm's fund services practice. Earlier in his career, he was an associate in the New York office of Sullivan & Cromwell.


Mr. Axelrad has been selected for inclusion in Chambers USA: America’s Leading Lawyers for Business (National Ranking for Venture Capital/Fund Formations) and The Legal 500 U.S., and was named a “top dealmaker” by AlwaysOn magazine.

Areas of Practice


Mr. Axelrad routinely advises fund sponsors and investors in billions of dollars in fund formation transactions per year. Representative clients include:

  • Artiman Ventures 
  • Axiom Asia Private Capital
  • Baseline Ventures
  • Greylock Partners
  • InCube Ventures
  • Mayfield Fund
  • Rho Management
  • Sapphire Ventures
  • Sequoia Capital
  • Unilever
  • Y Combinator



J.D., 1987
Yale Law School

(Claude R. Lambe Fellowship)

B.A., 1984
Wesleyan University

(High Honors)



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