Sean McMahon


Qualifications: LLB (Hons), BCom, GradDipAppFin


Sean has more than 25 years’ experience in the funds management and corporate sectors and leads the award-winning Funds Management team at McMahon Clarke.

His expertise includes establishing and advising on fund structures, funds management, real estate finance and fund finance. Sean also advises on governance, directors' duties, compliance, and disclosure issues.

Sean advises fund manager clients across a broad range of sectors, including property, equities, and mortgages (both wholesale and retail), about getting their product to market and their ongoing compliance obligations.

He is a member of the Property Funds Association.


  • Lead adviser for the capital raising activities of ASX-listed Gryphon Capital Income Trust (ASX:GCI) – a pro-rata non-renounceable entitlement offer and placement which raised $108 million and a pro-rata non-renounceable entitlement offer which raised $103.6 million – including preparing the PDS and lodgement with ASIC and ASX, sitting on a due diligence committee, verifying the PDS, and advising on the offer management agreement.
  • Advising Centuria Property Funds Limited (a subsidiary of Centuria Capital Group ASX:CNI) on the launch the Centuria Industrial Income Fund No. 1, an unlisted closed-ended fund invested in a $62.5 million portfolio of direct industrial assets in Brisbane and Adelaide, including all aspects of fund establishment, registration, and offer of investment to retail clients.
  • Advising on all aspects of Cromwell’s unlisted property fund business, including the replacement PDS for the Cromwell Direct Property Fund;  the rollover proposal for the Cromwell Property Trust 12; and regulatory issues, including compliance with RG 97, reviewing continuous disclosure notices, and product governance arrangements to comply with the new design and distribution obligations.
  • Advising IFM Investors, one of Australia’s largest fund managers, in establishing the IFM International Infrastructure Wholesale Funds 3, IFM Global Indexed Equities Fund (Hedged), and the IFM Long Term Private Capital Fund, a new $750 million private equity strategy expected to be launched in 2021.
  • Advising StoreInvest on the restructure of 10 existing funds holding assets valued at approximately $150 million into a new unregistered fund, including amending existing trust deeds, advising on the meeting processes, drafting the notice of meeting and explanatory memorandum, establishing the new diversified fund, and working with StoreInvest’s tax advisers.
  • Lead adviser to Primewest Group (now Centuria) on establishing and launching its first open-ended retail investment fund, the Primewest Property Income Fund, which provides investors with a more flexible investment product.
  • Advising on establishing the Forza Priority Framework (FPF), a unique offer whereby Forza secured non-binding commitments from investors in future Forza offerings, including all licensing and disclosure requirements and preparing the offer documents and accompanying subscription documents.
  • Advising Forza Capital on the 340 Adelaide Street Fund, the first of their offerings under the Forza Priority Framework (FPF), including all aspects of the fund establishment, and prepared all necessary constituent documents, including the offer document.
  • Lead legal adviser to the Primewest Group (now Centuria) on establishing and launching the Primewest Commercial REIT (on hold due to COVID), a notional entity formed through the stapling of interests in five existing unlisted and unregistered managed investment schemes, including reorganising the five existing trusts, their registration, and preparing the PDS for the offer.
  • Advising several issuers and distributors of retail managed investment products to implement product governance arrangements to comply with the new design and distribution obligations (DDOs), including industry leaders Cromwell, Centuria, Trilogy, Vasco Trustees, One Investment Group, Primewest, and Affluence.

Awards and recognition

Best Lawyers in Australia 2019-2024
Recognised for Funds Management
Best Lawyers in Australia 2019-2024
Recognised for Investment Funds
Chambers and Partners Asia-Pacific 2023
Recommended for Investment Funds
Best Lawyers in Australia 2021
‘Lawyer of the Year’ – Funds Management

Professional Membership

  • Property Funds Association

Latest thinking

Uncategorised | 25 Aug 2023

Refreshing your approach to DDO – do you meet ASIC's expectations on TMDs?

ASIC and the Financial Services Council have weighed-in on the design and distribution obligations with the release of guidance material and a new standard template for target market determinations.