Investment funds

What this covers

• We scope and select the right regime based on strategy, investor base and budget. Options include a BVI incubator or approved fund to build a track record, a BVI professional fund or Cayman registered mutual fund for a marketable open-ended vehicle, a Cayman SPC for segregated multi-strategy cells, a Cyprus or Luxembourg RAIF for an EU-marketed AIF, or an ADGM QIF / QFC private placement scheme for a Gulf-domiciled fund.
• We coordinate the constitutional documents and the offering memorandum, known as the PPM, with specialist fund counsel. We also assemble the full service-provider stack: administrator, auditor, depositary or custodian, independent directors and registered agent.
• For EU vehicles, we introduce and contract a full-scope authorised AIFM. This can be a third-party hosted AIFM or one of your own. It is mandatory for both Cyprus and Luxembourg RAIFs. There is no self-managed RAIF.
• We run the regulatory step for each jurisdiction: BVI FSC recognition or approval, CIMA registration in Cayman, CySEC RAIF registration, the notarial deed and RAIF-list entry in Luxembourg, FSRA notification in ADGM and QFCRA registration in QFC.
• We stand up ongoing administration, including NAV calculation, the investor register, AML/KYC onboarding, FATCA/CRS classification and filing, economic-substance and beneficial-ownership returns, and annual audit and regulator filings.
• We manage the annual cycle and any conversions. An incubator fund, for example, may hit its two-year limit, its 20-investor cap or its US$20m NAV ceiling, and need to convert into a professional, approved or private fund.
• Every price runs through a scoped consultation. We do not publish or estimate fund fees blind. Regulator, auditor, depositary and AIFM charges are set by those providers, not by us.

Scope & conditions

BVI (regulator: FSC, under SIBA)

Incubator fund: up to 20 sophisticated investors, US$20,000 minimum each, NAV capped at US$20m, no audit or custodian required, two-year life (extendable by up to 12 months). Approved fund: up to 20 investors, NAV capped at US$100m, administrator required, no time limit. Professional fund: professional investors only, US$100,000 minimum, annual audit required. (As of 2026 — confirm.)

Cayman Islands (regulator: CIMA)

Registered mutual fund (open-ended): minimum initial investment US$100,000 / CI$80,000 per investor, or listed on an approved exchange. Limited-investor fund: 15 or fewer investors who can appoint/remove operators, no minimum. SPC gives legally ring-fenced portfolios under one registered entity. Annual audit by a CIMA-approved Cayman auditor, filed within six months of the financial year-end.

Cyprus (regulator: CySEC)

RAIF: no CySEC product authorisation (registration only), no minimum capital, but at least €500,000 AUM to be reached within 12 months (extendable to 24); a full-scope external AIFM, a Cyprus/EU depositary and annual audit are mandatory. Internally managed AIF: minimum capital €50,000 (limited persons) or €125,000 (unlimited persons).

Luxembourg (regulator: CSSF)

RAIF: not CSSF-supervised at product level, but must appoint an authorised external AIFM, a Luxembourg depositary and an approved statutory auditor; minimum net assets €1,250,000 within 12 months (confirm). SLP (SCSp) is often structured as an unregulated AIF where the AIFM sits below the AIFMD de minimis thresholds (≤ €100m with leverage, or ≤ €500m unleveraged and locked five years).

ADGM (regulator: FSRA)

Qualified Investor Fund: Professional Clients only, US$500,000 minimum subscription, no unitholder cap, private placement, launched by FSRA notification (no prior approval). Exempt Fund: US$50,000 minimum, up to 100 unitholders. Fund-manager base capital US$50,000. (FSRA Consultation Paper No. 12 of 2025 proposes a lighter small/institutional-manager regime — confirm status.)

QFC (regulator: QFCRA)

Private Placement Scheme (PRIV rules): 100 unitholders or fewer, qualified investors only — a business customer with net assets of at least US$5m, or a market counterparty. Qualified Investor Scheme (COLL rules) for a broader qualified-investor base; retail schemes carry full authorisation.

How it works

• Every regulated fund needs a service-provider stack. That means an administrator, a governing body or independent directors, an auditor, and, for EU and most open-ended vehicles, a depositary or custodian. These are appointed and regulated separately. We coordinate them. We are not them.
• EU RAIFs cannot self-manage. A full-scope authorised AIFM is compulsory in both Cyprus and Luxembourg. A sub-threshold manager (≤ €100m AUM including leverage, or ≤ €500m unleveraged with no redemptions for five years) can use a lighter, registered AIFM instead. Choosing that route means giving up the AIFMD marketing passport.
• Timelines vary by regime. A BVI incubator or approved fund can typically launch within roughly one to two weeks of documents being ready. Cayman registration moves quickly once auditor and administrator are engaged. A RAIF can be constituted in days, but standing up the AIFM and depositary is the real critical path. Confirm current timing at formation.
• Substance and reporting requirements apply from day one. That means an economic substance assessment in BVI or Cayman, beneficial ownership registers, AML and KYC onboarding, and FATCA and CRS classification and filing.
• Every year brings an audit, plus regulator returns and fees. On top of that come conversions once a cap or clock is reached. The common trigger is an incubator fund hitting its two-year limit, or its US$20m NAV or 20-investor ceiling.
• Pricing depends on the specifics of each case and is quoted only after we have scoped the work. We do not publish fund fees. Regulator, auditor, depositary and AIFM costs are set by those providers, not by us.