Syndication vs Fund: Legal Structures Every Real Estate Investor Should Know When Raising Capital | Tilden Moschetti
Millionaire Mindcast
Matt Aitchison
4.4 • 716 Ratings
🗓️ 28 July 2025
⏱️ 54 minutes
🧾️ Download transcript
Summary
In this episode of Money Moves, Matty A. is joined by Tilden Moschetti, founder of Moschetti Syndication Law Group, for a legal deep dive into the world of capital raising for real estate deals. Learn when to structure your deal as a syndication versus a fund, the legal boundaries of 506(b) and 506(c), and how to stay compliant with SEC regulations.
Tilden also unpacks common mistakes made by first-time syndicators and explains how to properly document investor relationships, select the right model, and protect your business from legal exposure.
What You’ll Learn:
- How syndications differ from funds in structure and strategy
- When to choose 506(b) vs 506(c) offerings
- What qualifies as a “pre-existing relationship” under SEC rules
- How fund models offer flexibility but come with complexity
- Legal traps to avoid when raising private capital
- The importance of custom documentation over templates
- How to legally scale your capital-raising efforts
Timestamps:
00:00 – Introduction to Tilden Moschetti
03:00 – Syndication vs fund overview
07:00 – Navigating 506(b) vs 506(c) exemptions
11:00 – Building compliant investor relationships
16:00 – Fund structure considerations
21:00 – Mistakes real estate sponsors make
25:00 – Which model fits your business
30:00 – Benefits of the fund approach
36:00 – Closing legal insights and investor protection
Connect with Tilden Moschetti
Website: https://www.moschettilaw.com/home/
LinkedIn: https://www.linkedin.com/company/moschettilaw/
Instagram: https://www.instagram.com/moschettilaw/
Facebook: https://web.facebook.com/syndication.attorneys/
YouTube: https://www.youtube.com/@syndicationattorney
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Transcript
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| 0:00.0 | What's going on, guys? |
| 0:11.2 | In today's episode, I sit down with syndication and fund attorney Tilden |
| 0:17.5 | Musgetty. |
| 0:18.4 | Tilden is the managing attorney of Musgeti Law Group, and he has helped hundreds of |
| 0:22.9 | syndicators and fund managers navigate the complex world of securities law and raising capital. |
| 0:28.4 | But what makes Tilden truly unique is that he's not just an attorney. He's actually somebody |
| 0:32.3 | who's walked the talk as a syndicator himself. So being able to speak from both sides of experience, |
| 0:38.8 | extremely valuable. |
| 0:39.9 | And you're going to see that in our conversation today. |
| 0:42.6 | We broke down the difference between a syndication, a fund, |
| 0:46.1 | when you should use one, which is better or not, |
| 0:49.6 | what the difference between a 506B or C, a reg A, a reg CF. |
| 0:54.4 | There's a lot of things that go into these, and you really just want to go into it, |
| 0:58.3 | eyes wide open. |
| 0:59.5 | So we talked about what documents you really need in order to legally raise capital. |
| 1:04.3 | What do you need to do to protect yourself as a sponsor or as a limit of partner if a deal |
| 1:09.0 | doesn't go as planned? |
| 1:10.5 | And a lot of the common |
| 1:11.8 | mistakes that so many syndicators have made recently that have got them into legal hot water. We |
| 1:17.4 | literally go over basically the whole process from start to finish and what you can expect |
| 1:23.2 | and how this applies to your own unique goals and situations. So if you are somebody that's launching your first raise or you're managing a grower |
| 1:31.4 | investor base, Tilden breaks down the complexities of this in plain English and shares |
... |
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