Gavin Fearey Image

Gavin Fearey

Of Counsel

Gavin Fearey is a member of Winstead's Corporate, Securities/Mergers & Acquisitions Practice Group and the firm’s Investment Management & Private Funds Industry Group.

Gavin counsels private investment fund managers and entrepreneurs in structuring transactions and navigating compliance issues related to the Commodity Exchange Act and the Investment Advisers Act of 1940. He brings more than 16 years of corporate, investment funds and regulatory compliance experience as both in-house counsel in Texas and at large Midwestern law firms.

Gavin has extensive experience in launching and advising investment managers on commodity pools, hedge funds, private equity funds, venture capital funds, funds of funds and other investment vehicles. He regularly counsels managers on corporate, disclosure and regulatory issues and advises on transactions from seed investments to manager and fund restructurings.

Serving as an in-house counsel, Gavin advised on securities and commodities law issues relating to managed accounts and the private offering of managed futures funds. He developed a deep understanding of compliance issues for commodity pool operators (CPOs) and commodity trading advisors (CTAs) trading in numerous currency, commodity futures and other derivative markets.

In addition to his focus on private funds and commodity interests, Gavin’s experience includes transactional matters relating to venture capital, private equity, mergers and acquisitions, securities, finance and general corporate counsel.

Recently, Gavin has counseled a number of investment managers and other businesses that are active in the cryptocurrency space or exploring blockchain opportunities.  He is a frequent speaker on ending U.S. regulatory considerations for cryptocurrency and blockchain investments.

Gavin is the co-author of Winstead's Investment Insights Blog.


  • Formation of investment funds to invest in cryptocurrencies and other digital assets.
  • Representation of emerging hedge fund manager with energy focus on compliance practices and procedures as a commodity pool operator (CPO) registered with the Commodity Futures Trading Commission (CFTC) and a member of National Futures Association (NFA).
  • Counsel to family foundation for review and negotiation of proposed investments.
  • Representation of Texas-registered investment adviser and commodity trading advisor (CTA) on regulatory compliance practices, disclosure and NFA examination.
  • Regulatory compliance for CPO and investment manager with over $1 billion in endowment-linked AUM.
  • Representation of sponsor in the structuring and private offerings of Series A-1 and A-2 rounds for construction of innovative fitness facility.
  • Formation of and founders’ round for virtual reality start-up specializing in spatial augmented reality.
  • Representation of investment manager on buyout and advisory restructuring of distressed debt fund complex consisting of hedge funds, private equity funds, collateralized loan obligations and medium-term note issuer.
  • Representation of investment manager in termination of numerous funds-of-funds and single-manager hedge funds such as liquidation of assets of $1.2 billion multi-strategy fund.
  • Representation of numerous CPOs and CTAs in disclosure, reporting and recordkeeping requirements under the Commodity Exchange Act and NFA rules.
  • Formation of hedge fund to invest in U.S. exchange-traded futures.
  • Formation of commodity pact to invest in energy futures and the energy-related commodity interests.