Stuart Fross focuses on investment managers and pooled investment vehicles, including AIFMD-compliant funds, private credit funds, and hedge funds; U.S. registered open-end, closed-end and exchange-traded funds; and bank collective investment trusts. He has extensive experience in cross-border distribution related issues for registered and unregistered funds.
Stuart is a partner in the firm鈥檚 Fund Formation and Investment Management, Transactions,聽 Securities, Commodities & Exchange Regulation, and International Practices. He is also a member of the firm鈥檚 Environmental, Social, and Corporate Governance (ESG) Team.
Prior to joining Foley, Stuart was a partner with an international AmLaw 50 law firm. His experience also includes his roles as deputy general counsel and senior vice president of Fidelity Investments. Stuart held several additional positions at Fidelity, including general counsel and senior vice president for Fidelity International Limited.
Representative Experience
- Represented a U.S. alternative asset manager with US$9bn-plus in assets under management in the structuring, restructuring, operations, ESG applications, international and cross-border funds, and the use of zero federal tax drag structures across several funds that include:
- Represented a U.S. alternative asset manager in a US$2.1bn direct lending closed-ended Irish Collective Asset Management Vehicle subject to the Alternative Investment Fund Manager Directive (AIFMD) with multiple parallel funds organized in the US and Luxembourg
- Represented a market-leading middle-market private investment firm with t on the formation and ongoing operations of a US$490m Luxembourg-based closed-end credit fund, accompanied by a US$200m co-investment vehicle for a strategic investor
- Represented a market-leading middle-market private investment firm on the formation and ongoing operations of a US$1.75bn fund raise including a Luxembourg-based closed-end credit fund. The Fund is an example of Foley pioneering clients鈥 solutions as it is one of first closed-end US credit funds embracing an ESG investment strategy that meets the complex standards of Article 8 of the Sustainable Financial Disclosure Regulation (SFDR)
- Represented a U.S.-based private credit asset management firm specializing in direct lending and opportunistic private credit investing on the formation of a US$275m closed-end credit fund
- Represented a U.S.-based private credit asset management firm specializing in direct lending and opportunistic private credit investing on the formation of US$600m closed-end credit fund of one that is organized in Ireland and Luxembourg and is designed to enable an EU based insurance holding companies to qualify for treaty benefits
- Represented a U.S.-based private credit asset management firm specializing in direct lending and opportunistic private credit investing on the formation of a US$700m cross-border closed-end credit fund
- Represented the direct landing platform of an operationally focused middle-market private investment firm in formation of a $2B credit fund in respect of their Luxembourg domiciled, AIFMD compliant credit funds
Awards and Recognition
- Listed in聽Who鈥檚 Who Legal: Private Funds聽for fund formation (2015 and 2016)
- Recognized with the John S. Baerst Award for Excellence in Teaching at Boston University鈥檚 Graduate Program in Banking and Financial Law (2010)
- Received the Edwin F. Mandel Award for Clinical Legal Studies, The University of Chicago (1985)
Affiliations
- Lecturer in law at the Boston University School of Law in the graduate program in banking and financial law
- Frequent speaker at industry events on such topics as the history of the fund industry and related regulation
Presentations and Publications
- Panelist, Maples Montreal Symposium, 鈥淔und Structuring Options鈥 (June 2025)
- Panelist, Irish Funds Global Funds Conference, “Private Assets Primed to go Mainstream?” (May 2025)
- Panelist, Irish Funds Greenwich Seminar, “From Niche to Mainstream 鈥 the Evolution of Private Credit” (March 2025)
- Co-author, “,” Copyright 2024 Bloomberg Industry Group, Inc (July 2024)
- Panelist, Maples Montreal Symposium, “Fund Structuring for Private Credit” (June 2024)
- Co-author, “Fund Structuring Options: Using Parallel Funds to Improve Capital Formation,”听The Investment Lawyer聽(September 2021)
- Co-author, 鈥EU Sustainable Finance Disclosure Regulation鈥擨mpact on Private Fund Managers,鈥澛The Investment Lawyer聽(May 2021)
- Author, 鈥AIFMD Revisited鈥擳en Years Later,鈥澛The Investment Lawyer聽(February 2021)
- Co-author, 鈥淧rivate Equity Industry Practice Guide,鈥澛Lexis Practice Advisor庐 (July 2017)
- Quoted, 鈥淲ith Zero-Fee Funds, What鈥檚 a Board to Do at 15(c) Time?,鈥 by Greg Saitz,聽Board IQ聽(April 11, 2017)
- Co-author, 鈥淕enerating returns through better relationships: How managed custody accounts benefit managers and investors,鈥澛Journal of Securities Operations & Custody, Volume 8, Number 4 (July 2016)
- 颁辞苍迟谤颈产耻迟辞谤,听The Socially Savvy Advisor: Compliant Social Media for the Financial Industry, published by Wiley (December 2014)
- 颁辞-补耻迟丑辞谤,听The Uneasy Chaperone 鈥 A Resource for Independent Directors of Mutual Funds聽(Third Edition), published by Management Practice Inc. (2014)
- Co-author, 鈥淎lternative Investment Fund Managers Directive 鈥 The Registered Investment Advisers Implementation Checklist,鈥澛The Investment Lawyer, Vol. 20, No. 5 (May 2013)
- Co-author, 鈥淎uthorization for US Managers under the AIFMD,鈥澛The Investment Lawyer, Vol. 19, No. 4 (April 2012)
- Co-author, 鈥淭he Advent of Investment Adviser Remuneration Regulation,鈥澛The Investment Lawyer, Vol. 18, No. 7 (July 2011)
- Breakout Session Leader, Alternative Investment Management Association, Alternative Credit Council Summit, Tax Update, New York (2019)
- Panelist, Private Credit Fund Raising 鈥 A Practical Guide, 鈥淭urnkey to Europe: How to launch a cross border fund,鈥 hosted by 番茄社区; Lardner LLP and DMS Investment Management Services Ltd. (November 14, 2018)
- Speaker, 鈥淎 Concise Outlook on the U.S. Post-Election,鈥 鈥淐ross-Border Conference 2017, The Changing Landscape of Fund Distribution,鈥 Luxembourg (February 2017)
- Webinar Panelist, 鈥淏uild Your Reputation and Your Business with Social Media 鈥 While Remaining Compliant,鈥 hosted by Wiley and LinkedIn (November 12, 2014)
- Panelist, National Directors Institute, 鈥淚nvestment Funds and Corporate Governance Panel,鈥 Chicago, Illinois (November 6, 2014)
- Panelist, ALFI/NICSA Webinar, 鈥淲hat US Managers Need to Know – CIS Regulation After Crisis,鈥 (April 30, 2014)
- Panelist, Cross-Border Group Sponsored Webinar, 鈥淭he Basics Needed for U.S./Non-EEA Private Funds to Make a Fully-Informed Decision,鈥 (April 28, 2014)
- Panelist, Cross-Border Group Sponsored Webinar, 鈥淩eporting/Disclosure Valuation, Remuneration, Etc. for U.S./Non-EU & EEA Private Fund Managers 鈥淧assporting鈥 Via Luxembourg,鈥 (April 17, 2014)
- Third Party Marketers Association Annual Conference 鈥淣ew Horizons: Investment Marketing in the Age of Globalization,鈥 Boston, Massachusetts (April 9-10, 2014)
- Panelist, IA Watch Compliance Best Practices Summit, 鈥淐ompliance Solutions for Hedge and Private Equity Fund Advisers,鈥 Washington, D.C. (March 19, 2014)
- Panelist, Association of the Luxembourg Fund Industry Road Show, 鈥淎IFMD Remuneration,鈥 New York, New York and Boston, Massachusetts (November 4-6, 2013)
- Investment Adviser Association, Members Conference Call, 鈥淪ocial Media for RIAs,鈥 (September 4, 2013)
- 鈥淎IFMD: Marketing Under the Passporting Regime,鈥 New York, New York (June 18, 2013)
- 鈥淭he SEC鈥檚 Money Fund Proposals,鈥 Boston, Massachusetts (June 13, 2013)
- 鈥淚t鈥檚 a Small World After All鈥 – A Digest of Foreign Legal Developments Affecting US Money Managers, presented to 2013 Mutual Funds and Investment Management Conference, sponsored by the Investment Company Institute and the Federal Bar Association (March 18, 2013)
- Speaker, 2013 Boston Regional Meeting, 鈥淐urrent Hot Products,鈥 Boston, Massachusetts (March 4, 2013)
- Panelist, State Street Global Services Chief Compliance Officer Forum, “Regulatory Developments – Staying Ahead of the Rule Changes,” (November 2012)
- “Managed Accounts 鈥揜egulatory/Compliance Update,鈥 10th Annual Managed Accounts UMA Summit, Boston, Massachusetts (September 13, 2012)
- “The Uncertainty of Financial Reform,” Deloitte鈥檚 New York Hedge Fund Symposium, New York, New York (September 20, 2012)
- “The Uncertainty of Financial Reform,” Deloitte鈥檚 Boston Hedge Fund Symposium, Boston, Massachusetts (October 17, 2012)
- NICSA 30th Annual Conference & Expo, “Engaging Investors in a Hyper-Connected World 鈥 Intermediary Oversight Panel,” Miami, Florida (February 14, 2012)
- Executive Briefing 鈥淢astering AIFMD Challenge鈥 Conference, 鈥淭he Transatlantic View: AIFMD 鈥 Do US Managers Care? AIFMD and Dodd-Frank, Convergence, Divergence or Co-incidence,鈥 Luxembourg (October 11, 2011)
- American Conference Institute, Broker Dealers and Investment Advisers Conference, 鈥淔ederal Regulation of Investment Advisers 鈥 Registration & Its Consequences,鈥 New York, New York (March 31, 2011)
- Investment Company Institute: 2011 Mutual Funds and Investment Management Conference, 鈥淧ost-Crisis Regulatory Change 鈥 It鈥檚 Happening Outside of the US, Too,鈥 Palm Desert, California (March 28, 2011)
- Investment Adviser Association, IAA Compliance Workshop, Remarks on Form ADV Part 2 and Massachusetts Privacy Regulations; 鈥淎 Dodd-Frank Primer for Investment Advisers,鈥 Los Angeles, California (November 30, 2010)
- Investment Adviser Association, IAA Compliance Workshop, Remarks on Form ADV Part 2 and the Custody Rule; 鈥淎 Dodd-Frank Primer for Investment Advisers,鈥 Chicago, Illinois (November 10, 2010)
- Boston University, IM Basics, 鈥淓TFs/Wrap Accounts/Money Market Funds,鈥 Boston University, Boston, Massachusetts (October 14, 2010)
- Association of the Luxembourg Fund Industry, 19th Annual Global Investment Funds Forum, 鈥淔und Governance-Developments in the U.S. and Europe and What the Industry Should be Focused On,鈥 Luxembourg (September 28-29, 2010)
- Financial Research Associates, LLC, 6th Annual Marketing & Advertising Compliance Forum for Investment Advisers, 鈥淚nternational Marketing & Advertising: Global Perspective,鈥 The Princeton Club, New York City (September 16-17, 2010)
- International Bar Association, 21st Annual Globalization of Investment Funds, 鈥淕lobal Distribution Panel,鈥 Boston, Massachusetts (May 18, 2010)
- International Bar Association, Presentation on Global Distribution Issues (May 3, 2010)
- National Society of Compliance Professionals: 2009 National Membership Meeting, 鈥淰aluation of Fixed Income,鈥 Philadelphia, Pennsylvania (October 5, 2009)
- Webinar, 鈥淪EC Mutual Fund Summary Prospectuses – Implications and Compliance,鈥 Boston, Massachusetts (March 10, 2009)
- Risk Management Association Forum, 鈥淢anaging Risk and Innovation: Top Ten Learnings,鈥 Boston, Massachusetts (April 21, 2009)
- National Society of Compliance Professionals: National Membership Meeting, 鈥淚nternational Compliance Issues,鈥 Philadelphia, Pennsylvania (October 26, 2008)
- Investment Company Institute: Mutual Funds Conference, 鈥淢arkets in Financial Instruments Directive and the Registered Investment Adviser,鈥 Phoenix, Arizona (March 18, 2008)
- The Association of the Luxembourg Fund Industry and The National Investment Company Service Association: The 16th Annual Global Investment Funds Forum, 鈥淯S Investment Company Corporate Governance Outline,鈥 Kirchberg, Luxembourg (September 26, 2007)
Stuart Fross and Leslie Pinney Contribute Chapter to Private Credit Handbook
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AIFMD II and Evergreen Private Credit Fundsfor US Managers