Cliff Cone

CLIFF CONE focuses his practice on the regulation, structuring, and ongoing operation of registered investment funds, business development companies, private funds, commodity and crypto exchange-traded funds (ETFs), and investment management businesses. He advises asset managers, fund boards, and financial institutions on complex issues arising under the Investment Company Act of 1940 and the Investment Advisers Act of 1940.

“Clifford is extremely well-informed, dedicated to clients and a knowledgeable expert. He is personable and offers broad knowledge that is vital to clients.”

“Clifford is a fantastic attorney with deep expertise. He is truly client-focused.”
Chambers USA 2025 

Cliff has extensive experience counseling sponsors and directors of closed-end funds, interval funds, exchange-traded funds, business development companies, and registered fund-of-funds structures. His practice also includes advising sponsors of hedge funds, private equity funds, commodity pools, and crypto-focused investment vehicles, as well as providing guidance on adviser registration, disclosure, governance, and regulatory compliance matters, including interactions with the U.S. Securities and Exchange Commission (SEC), Financial Industry Regulatory Authority (FINRA), and national securities exchanges.

Cliff regularly represents issuers and underwriters in connection with fund initial public offerings and exchange listings, and he has advised on some of the largest registered fund initial public offerings (IPOs) and crypto ETFs in the market. Cliff has also been at the forefront of advising asset managers on innovative product development, including digital asset and commodity-based investment products.

He is an active participant in industry and professional organizations and serves on the Committee on Investment Regulation of the New York City Bar.

Cliff is recognized for his work in Registered Funds by Chambers USA (Nationwide, 2022–2025) and Chambers Global (USA, 2023–2025). Legal 500 United States recommended Cliff for Investment Fund Formation and Management – Private Equity Funds (Including Venture Capital) and Finance – Fintech, Legal (2024).

• BlackRock on the launch of the iShares, Bitcoin, and Ethereum ETFs.
• VanEck on the launch of its Bitcoin, Ethereum, Solana, and Avalanche ETFs.
• The independent directors of the Blue Owl Alternative Credit Fund, a closed-end interval fund.
• Aetos Alternatives Management in connection with the formation and ongoing representation of its US$1.5 billion registered fund-of-funds complex, including as fund counsel for Aetos Long/Short Strategies Fund, LLC, Aetos Multi-Strategy Arbitrage Fund LLC, and Aetos Distressed Investment Strategies Fund LLC.
• Axxes Advisors on the launch of the Axxes Opportunistic Credit Fund.
• Partners Group on numerous matters, including as counsel to the Partners Group Private Equity Master Fund, a registered fund of private equity funds with over US$16 billion in assets; Partners Group Next Generation Infrastructure Fund, Partners Group Lending Fund, and several other Partners Group closed-end funds and BDCs.
• The underwriters in connection with the IPO and NYSE listing for Golub Capital BDC, a business development company focused on middle-market lending.
• BlackRock on all of its iShares commodity-based ETFs, including the iShares Gold and Silver ETFs and Commodity-Indexed ETF, and most recently, on the initial public offering of iShares Gold Trust Micro for a maximum value well exceeding US$2 billion.
• BlackRock on the launch of its first-ever bitcoin-focused private fund, structured as a private trust.
• Goldman Sachs Asset Management as issuers counsel on the Goldman Sachs Physical Gold ETF; and on its acquisition of the sponsorship of the fund, which was previously known as the Perth Mint Physical Gold ETF.
• BofA Securities as lead underwriter on the IPOs of the BlackRock ESG Capital Allocation Term Trust (US$2.3 billion), the BlackRock Capital Allocation Term
• Trust (US$2.5 billion), and the Neuberger Berman Next Generation Connectivity Fund (US$1.5 billion).
• Morgan Stanley as lead underwriter on the IPOs of the PIMCO Dynamic Income Opportunities Fund (US$2.2 billion), Cohen & Steers Tax-Advantaged
• Preferred Securities and Income Fund (US$1.3 billion), MainStay CBRE Global Infrastructure Megatrends Term Fund (US$1.1 billion), and Western Asset Diversified Income Fund (US$1.1 billion).
• Deutsche Bank, as lead underwriter on the US$103 million IPO of the Eagle Point Credit Company.
• Wells Fargo Securities, LLC, as lead underwriter on the US$885 million IPO of Tekla Healthcare Opportunities Fund.
• TriplePoint Venture Growth BDC Corp., a business development company, on its US$125 million IPO and subsequent follow-on equity offerings.
• The management of U.S.-based investment management businesses Global Thematic Partners and QS Investors, in their spin out from Deutsche Asset Management.
• CenterSquare Investment Management in its spin out from BNY Mellon.
• A foreign private equity manager in connection with an SEC enforcement investigation.

The above matters were handled prior to joining Sidley.