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Private Equity in Asia: Cayman Fund Considerations

Consider Cayman structures for Asia-focused private equity funds, including investor needs, governance, capital calls, valuation and regulatory scope.

Bell Rock

December 7, 2020

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For an Asia-focused private equity fund, a Cayman structure can provide a familiar legal framework for investors and sponsors in different jurisdictions. The important decisions concern the investment mandate, investor base and operating arrangements, rather than a general prediction about regional fundraising.

Structure around the investors and strategy

An exempted limited partnership may be suitable for a closed-ended strategy, with a corporate general partner and separately appointed investment manager. The required structure depends on investor tax advice, local investment restrictions, financing and the location of the management team. Cayman formation does not replace legal or regulatory requirements in the countries where investments are made or interests marketed.

Agree the fund's operating terms

  • Investment period, concentration limits and follow-on reserves.
  • Capital call processes, currencies and investor default provisions.
  • Valuation of unlisted businesses and information rights.
  • Conflicts involving affiliated vehicles, co-investments or related parties.
  • Advisory committee powers, reporting and fund extensions.
  • Exit planning and distributions, including assets distributed in kind.

Prepare governance from the first close

Coordinate the general partner, administrator, auditor and AML officers before accepting investor money. Establish how overseas investment information will reach those responsible for valuation, accounting and oversight. Side-letter obligations should be recorded and allocated to the relevant provider.

Bell Rock assists with Cayman fund formation, registered office, independent directors and continuing compliance support. A practical launch plan considers both initial registration and the information needed to administer the fund throughout its investment and realisation periods.

Support from Bell Rock

Explore our Cayman fund formation or complete the relevant service questionnaire so we can assess your requirements.

Related insight

Setting Up a Cayman Venture Capital Fund

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