Zeeshan (Zee) Ahmedani is a partner in the firm’s Real Estate Industry group and Private Investment Funds practice. He focuses on advising investment managers and sponsors on the organization and establishment of private investment funds in both U.S. and non-U.S. jurisdictions, including real estate funds, venture capital funds, private equity funds, hedge funds, distressed funds, hybrid funds and Shari’ah-compliant funds. He represents managers, placement agents and sponsors around the world across a broad range of investment and capital raising strategies.

Mr. Ahmedani also represents fund sponsors on the establishment of management companies and compensation arrangements, as well as on U.S. regulatory issues, including investment advisory, investment company, ERISA, and distribution strategy. 

Mr. Ahmedani has broad experience representing institutional investors on their alternative asset portfolios, including negotiating investments in all classes of private investment funds, separately managed accounts and investment management agreements.  





Mr. Ahmedani has represented managers and investors in the organization and structuring of investment funds in various investor sectors, including:

  • Real estate — global logistics (U.S., India, Middle East)*
  • Private equity — distressed debt, emerging markets, mid-size buyout, insurance and reinsurance (broadly focused across the U.S., East Asia, Central Asia, MENA, Turkey and India)*
  • Venture capital — agricultural technology, early stage and impact investing*
  • Hedge funds — long-short, long only, value, mid-cap, small cap, activist, event-driven and derivatives*

Representative Matters



Hedge Fund/Open-Ended Fund Structures
  • Structured offshore Japan focused hedge fund operating as an ERISA plan assets fund, the first such Japan focused hedge fund structure* 
  • Represented manager on the establishment of multi-jurisdictional offshore, Japan umbrella trust hedge fund with multiple sub-funds within a master-feeder structure*
  • Represented Russia-based manager on a Russia-focused hybrid fund focused on the minerals sector*
  • Represented manager on a European-focused open-ended distressed debt fund* 

*Denotes experience prior to joining Goodwin.  

Private Equity, Real Estate and Other Closed-End Fund Structures
  • Represented California-based AgTech fund manager on successful launch of Fund I and Fund II, with combined capital commitments of $400 million* 
  • Represented major Asian technology group on establishment of $100 billion venture capital investment vehicle;*
  • Represented Asian manager on establishment of multiple real estate funds focused on logistics, with geographic focuses in Asia and Latin America.*
  • Represented U.S. venture capital firm on establishment of management entity and venture fund focused on U.S. start-ups with outbound Asia applications;*
  • Represented major investment bank in the structuring and documenting of a zero coupon debt wrapper secured against an Indian real estate fund*
  • Represented HK-based manager on East Asia focused private equity fund*
  • Represented a fund sponsor on a Eastern European focused co-investment in sports and nutrition industry*
  • Represented an Asia-based manager on a Southeast Asia private equity fund*
  • Represented U.S. manager on establishment of a U.S.-focused distressed muni debt fund structured as multiple side-by-side funds with elective investment structures*
  • Drafted charter, by-laws and employee incentive compensation arrangements (on PE model) for newly-established Middle East sovereign wealth enterprise focused on developing non-energy related industrial economy*
  • Represented a Gulf Cooperation Council-region sovereign wealth fund on its first ever MENA-focused, private equity fund*
  • Represented a Gulf Cooperation Council-based investment manager and U.S. manager on a joint-venture Shariah compliant fund focused on heavy equipment leasing*
  • Represented an investment bank in structuring and organization of a white label fund investing in a Shariah compliant real estate fund*

*Denotes experience prior to joining Goodwin.  

LP Representations
  • Represented multi-billion dollar fund-of-funds in seed investment in a spin-off European private equity manager and its first fund*
  • Represented multi-billion dollar fund-of-funds in seed investment in stapled fund transaction with existing portfolio of European and U.S. investments*
  • Represented sovereign wealth fund in various fund investments and co-investments, including private equity, hedge, real estate and separately managed accounts*
  • Represented Middle East pension and endowment in real estate joint venture with private investment house*
  • Represented a large regional development bank on the establishment and closing of a Central Asia-focused private equity fund*
  • Represented fund-of-funds in acquisition of a portfolio of fund interests in secondary transactions and staple deal, including seed investment in start-up manager*
  • Represented sovereign wealth fund in $1.6 billion investment in international investment bank*

*Denotes experience prior to joining Goodwin.  

Prior to joining Goodwin, Mr. Ahmedani was most recently a partner in Morrison & Foerster. He was previously a partner at White & Case before Morrison & Foerster. Prior to returning to the U.S. in 2014, Mr. Ahmedani was previously based in international offices at his prior firm, having spent time in London, Abu Dhabi, Palo Alto, Hong Kong and Tokyo.
Mr. Ahmedani is a member of ABANA (the premier North American association of finance professionals and institutions with interest in the MENA Region). 


Mr. Ahmedani is recognized by IFLR 1000 2019 as a “Rising Star” for Investment Funds and is recommended by Legal 500 2018 for Private Equity Funds. 

From 2011-2014, Mr. Ahmedani was ranked in Chambers Global as a foreign expert in investment funds for the MENA Region. 

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J.D., 1998
University of Southern California, Gould School of Law, Order of the Coif
B.A., 1994
University of California, Irvine



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