Debbie A. Klis


.(JavaScript must be enabled to view this email address)


Georgetown University

L.LM., Taxation

Golden Gate University

J.D., Dean's List, Law Review, Vice President of the Public Interest Law Foundation

Santa Clara University

B.S., Dean's List

Previous Experience

  • Polsinelli (Shareholder)
  • Ballard Spahr LLP (Partner)
  • Deloitte Tax
  • Greenberg Traurig, LLP


  • State of California
  • State of Maryland
  • District of Columbia
  • U.S. Court of Appeals for 9th Circuit
  • U.S. District Court for the Northern District of California


  • English

Professional Experience

Debbie represents private investment funds, investment advisers, SPACs and issuers in connection with public and private securities offerings, fund structuring, advertising, private placement procedures, compliance policies and procedures, side letters, placement contracts, related agreements and issues. Debbie’s experience includes private equity funds, venture capital funds complex partnership reorganizations, domestic and offshore hedge funds, Opportunity Zone Funds, real estate investment funds and trusts, EB-5 funds, and large master-feeder structures.  Debbie has extensive experience with private securities offerings and financial products, including through crowdfunding, domestic and international joint ventures, global equity offerings, where she represents placement agents, issuers, broker-dealers, public and private companies, investment banks, financial institutions, private funds, and investment advisers. 

Debbie also represents family offices, private funds, investment advisers and other clients in connection with impact investing including establishing Environmental, Social, and Governance (ESG) investment policies and practices and with policies regarding anti-money laundering (AML), Foreign Corrupt Practices Act (FCPA), derivatives and FINRA and SEC-compliant investment regimes and operations.


  • Let Fundraising Begin: SEC Harmonizes Private Offering Regime, Family Wealth Report, Nov. 13, 2020
  • Emerging ESG Compliance Obligations For Private Funds, Law 360, Oct. 19, 2020
  • LIBOR Transition Developments: Fallback Supplement and Protocol to be Released October 23, 2020, Rimon IM Report, Oct. 14, 2020
  • September 30, 2020’s LIBOR Hardwired Transition Date Has Arrived, Rimon IM Report, Sept 30, 2020
  • SEC Expands Pool of Eligible Private Offering Participants, Rimon IM Report, Sept 16, 2020
  • New ESG-Related Regulatory Obligations for Private Funds, rimonlaw.com, Sept. 23, 2020
  • USCIS Issues Clarifying Guidance for Redeployment of EB-5 Capital, rimonlaw.com, July 30, 2020

View more publications

  • Increase in Sophistication of Ransomware Attacks on SEC Registrants, Rimon IM Report, July 21, 2020
  • Real Estate Private Equity Investments: Types of Structures, Lexis Nexis, June 15th, 2020
  • IRS Provides Several Items of Relief Benefiting Qualified Opportunity Funds and their Investors, Rimon Insight, June 5th, 2020
  • Cybersecurity Considerations in the Time of COVID-19, Co-Author, COVID-19 Blog, March 19, 2020
  • SEC Proposes Modernizing Adviser Advertising and Cash Solicitation Rules, Author, Polsinelli Funds Digest, February 2020
  • CFTC Codifies Relief for Family Offices, Commodity Pool Operators and Trading Advisors, Co-Author, Polsinelli Funds Digest, February 2020
  • EB-5 In 2020: Managing The ‘ Stun Gun’ That Just Hit the Investment Program, Quoted, Bisnow, January 22, 2020
  • Rounds doubles down on EB-5: New bill would reform and prolong program, Quoted, Rapid City Journal, November 11, 2019
  • Let’s Keep a Good Thing Going: Congress Urged to Save the EB-5 Program, Author,  New York Real Estate Journal, August 20, 2019
  • OMB Completes Regulatory Review of EB-5 Immigrant Investor Program Modernization Rules: Final Reform Measures may be Published Imminently, Author,  The National Law Review, July 1, 2019
  • Source of Cheap Real-Estate Financing Is Getting More Expensive, Quoted,  Wall Street Journal, June 4, 2019
  • Get in the Zone: A Primer o n Forming Qualified Opportunity Funds, Author, OZ Magazine, Volume 1, Issue 1, May 2019
  • U.S. Securities Law and Due Diligence Can Protect Foreign Investors, Author,  EB5 Investors Magazine, January 8, 2019
  • EB-5 immigrant petitions are at lowest levels in at least five years, Quoted,  The Real Deal, November 1, 2018
  • Advisors Offer Deep Dive into their Real-Asset Investing Strategies, Quoted, Institutional Allocator, August 21, 2018
  • Fund Formation Checklist for a Private Equity Fund, Author, LexisNexis, May 5, 2017
  • Real Estate Financing from the Crowd, Author, ABA Probate and Property Journal, Vol. 30, No. 6, Real Property, Trust Estate Law Section of the American Bar Association, November/December 2016

Representative Matters

  • Represented Boston investment bank in the formation of two multi-national multi-tiered master-feeder hedge fund structures in compliance with the Investment Advisers Act, Investment Company Act, Securities Act, Securities Exchange Act, CFTC rules and other regulatory requirements.
  • Represented fund managers on structuring, documentation, and regulatory matters for venture capital funds structured in compliance with the Qualified Opportunity Zone program.
  • Represented top real estate fund in a $40 million loan through the EB-5 program to fund renovation and re-leasing of a commercial building in New York to convert it from Class B to Class A.
  • Represented Cayman Islands hedge fund with a global offering in connection with the acquisition and rehabilitation of unsecured debt and off-balance-sheet financing.
  • Represented a Hong Kong-based investment group, in connection with a minority equity investment of $85 million in senior living multi-asset investment fund.
  • Represented US subsidiary of China-based real estate developer in connection with multiple syndications, secondary transactions and fund reinvestments in San Jose, Seattle, NY, and SF valued at $1+ billion.
  • Represented top health company regarding its global investment platform in the asset management
  • Representing numerous institutions, pension funds, and family offices in their investments into hedge funds, private equity, and venture capital funds and fund of funds.  
  • Represented multiple issuers and broker-dealer in crowdfunding campaigns.
  • Represented US pharma company in multiple international joint ventures.
  • Represented developer in private equity funds in connection with Clearwater JW Marriott and Condominiums, Wyndham Grand Clearwater Beach and Clearwater Osteopathic Medical College.
  • Represented fund sponsor on dozens of investment and reinvestment transactions through the Immigrant Investor Program known as EB-5 valued at $175 million.
  • Represented investment adviser groups on implementing socially-responsible investment regimes and ESG (Environmental, Social, and Governance).
  • Represented a Fortune 100 corporation in connection with the receipt of a $200 million loan through the EB-5 program to fund a solar project in the Mojave Desert and a $150 million loan to fund a solar project on the West Coast.
  • Represented a top real estate team in Western Michigan on the formation and launch of a $50 million real estate fund. 
  • Represented District of Columbia Housing Authority in connection with a $16 million loan to fund a mixed-use housing development near Nationals Park that contained affordable and at-market housing using LIHTC and EB-5 financing.
  • Represented oil and gas company sponsor on the formation of numerous investment funds with capital commitments of $250 million dollars with taxable and tax-exempt investors.
  • Representing a real estate company sponsors on the formation of an open-ended real estate funds with taxable and tax-exempt investors and foreign investors through leveraged blocker structures.
  • Represented a sponsor in the formation of a private REIT.
  • Represented a sponsor on the formation of a U.S. infrastructure fund with U.S. and foreign investors.
  • Representing numerous institutional investors and family offices in structuring and negotiating captive funds, separately managed accounts and co-investments.
  • Represents numerous SPACs in their IPOs, and SPAC sponsors.
  • Form Hedge Fund specializing in US and India-based companies.

Speaking Engagements

  • 2020 Virtual Uglobal Immigration Expo, Panelist,  Investing During a Pandemic, Hong Kong, April 16, 2020
  • Opportunity Zones: Investing in Startups, Speaker, OC4 Venture Studio, Costa Mesa, California, December 11, 2019
  • Visiting the Land of OZ: How Opportunity Zone Incentives Benefit Commercial Real Estate, Speaker, CREW Network Annual Convention, Orlando, FL, September 26, 2019
  • The Land of OZ: How Family Offices Can Work in Opportunity Zones, Moderator, 2nd Annual Family Office Connect, Harvard Club, New York, NY, May 22, 2019
  • Coasis Coalition Opportunity Zones SuperConference, Dallas, Texas, Panelist: Structures and Funding of Qualified Opportunity Zone Funds Panel, Venture Investing Qualified Opportunity Fund Panel and Opportunity Zone Business Panel on Formation, Positioning and Maintaining, April 3-4, 2019
  • Opportunity Zone Expo, Los Angeles JW Marriott, California, Speaker on two Panels, January 25, 2019
  • 2018 Beijing EB-5 & Global Programs Expo, Speaker, May 8, 2018, Beijing, China
  • 2018 Global Asset & Investment Opportunities Forum, Panel Moderator, The China Investor, May 11, 2018, Beijing, China
  • 2017: Year of the REIT, Moderator, The China Investor's 2017 Beijing Global Private Equity Opportunities Forum; Beijing, China, May 19-20, 2017
  • Will the EB-5 Regional Center Program End?, Speaker, EB5Projects.com; Washington, D.C., April 21, 2017
  • EB-5 Financing as an Alternative Source of Capital for Housing, Speaker, U.S. Department of Housing and Urban Development; Washington, D.C., February 1, 2017
  • Trends in Real Estate Finance: PACE, TIFs, and Crowdfunding, Speaker, 2016 Advanced Real Property Institute, Maryland State Bar; Columbia, MD, September 27, 2016
  • Speaker, 2016 New York EB-5 & Investment Immigration Convention; New York, NY, July 18, 2016
  • Traditional and New Financing Opportunities for Affordable Housing, Panelist, Best of the West in Affordable Housing Development and Financing Conference; San Francisco, CA, March 18, 2016


  • Top 15 Corproate Attorneys, EB5 Investors Magazine, 2020
  • Top 15 Corporate Attorneys, EB5 Investors Magazine, 2018
  • Top 15 Corporate Attorneys, EB5 Investors Magazine, 2016
  • Community Service Award, Beth Sholom 68th Annual Honoree Celebration, 2015
  • Maryland's Top 100 Women, The Daily Record’s (Gannett Co., Inc.), 2013


  • Global Member, 100 Women in Finance
  • Member, American Bar Association Broker-Dealer Subcommittee and Investment Adviser Subcommittee
  • Member, WIND, Women in Derivatives
  • Verified Attorney, OpportunityZone.com