Hays C. Ellisen

Hays C. Ellisen Partner


Hays C. Ellisen

University of Michigan Law School, J.D.

University of Minnesota, B.A.



New York

Hays Ellisen is a partner in the Firm’s Corporate & Securities Group. Hays concentrates his practice in two primary areas – investment management and corporate transactions. His extensive private fund experience makes him a premier investment management asset for hedge funds, private equity funds, venture capital funds, and real estate investment funds. Hays has also acted as on-call outside general counsel to fund managers, providing advice as-needed on federal and state adviser act registration; blue-sky questions; compliance matters; regulatory changes; and employment issues.


Hays has extensive experience assisting public and private corporations and LLCs. He has assisted tech-startups and entrepreneurs, privately-held family businesses, Fortune 500 public companies and investment banks in structuring and forming business entities; raising money from investors and banks; selling or buying assets or businesses; drafting and reviewing complex contracts; providing regulatory and employment advice; filing public documents and advising on SEC matters; and assisting clients finance, develop, lease, manage and dispose of all types of commercial real property.

Hays received a B.S. in philosophy and Norwegian from the University of Minnesota. He earned a J.D. from the University of Michigan Law School. Prior to joining Fox Swibel, Hays was the Managing Partner at his own law firm, Shahmoon & Ellisen, in New York. Before he started his own firm he practiced at Katten Muchin Rosenman, LLP and Sidley Austin, LLP.

  • BPG Realty Trust Incorporated: privately-offered REIT, investing in commercial and residential properties, focusing on office, medical office, multifamily, and mixed-use (any combination of retail, commercial and/or industrial) categories; domestic fund; no min per investor; $5MM min and $300MM max Class A Shares to be sold.
  • Flipboard, Inc: Califonia-based content aggregator and curator via personalized magazine app. Drafted content licensing agreement for use by Flipboard with multiple online content providers.
  • Cloud Equity Group Fund I/II, LP: two fund series, both investing in mature, high cash flow internet technology companies, one through equity investments, and the other through mezzanine debt investments; domestic funds; $500K min per investor; $2.5MM min and $15MM max LP interests to be sold.
  • Kargo: Headquartered in New York, Kargo’s technology has been adopted by the most recognized media companies in print, TV, and web for brand advertising on their mobile properties. Represented Kargo as borrower’s counsel on a revolving asset-based loan facility.
  • Dreman Inflation Advantage Fund, LP: prop contrarian strategy in domestic publicly traded equities and options; domestic fund; $500K min per investor; no min or max amount of LP interests to be sold.
  • Majestyk Apps LLC: NYC-based designer and developer of apps for multiple mobile and tablet platforms. Represent Majestyk with respect to corporate formation matters, development agreements, exit agreements, and employment matters.
  • Altair Options Fund, LP: quant fund trading US publicly traded equities and options; domestic fund; $100K min per investor; no min or max amount of LP interests to be sold.
  • RPC Global Growth Fund Ltd./RPC Global Growth Fund LP: multi-strategy fund using long/short, event-driven, market neutral and global macro sub-strategies; master-feeder structure using domestic feeder and BVI feeder and master; $250K min per investor.
  • Business Solutions Partners: Great Neck-based cloud networking and cloud computing provider. Drafted licensing agreements, subscription service agreements, and other business contracts for BSP.
  • Starting Point LLC: Seattle-based sales and marketing company, focusing on coffee mugs, coffee machines, and other consumer products sold to large beverage retailers, such as Starbucks and Tim Hortons. Represented Starting Point with respect to marketing and sales agreements, employment matters, and business litigation.

Recent Publications