Structuring & formation
Where the fund sits determines what it can do for the next ten years — which LPs can come in, what you can invest in, how carry is taxed, and how hard the annual operation will be. We have made these choices for our own funds.
First-time managers optimise for the first close. The structure has to survive the tenth year.
That is reasonable — without a first close there is no fund. But the decisions taken to get there set your operating cost, your tax position, which investors you can accept later, and how painful the wind-down will be.
We design backwards from the fund's whole life, because we have lived the back half of it ourselves.
Getting to first close.
- 01
Jurisdiction & vehicle
Singapore VCC, Mauritius, India AIF, US LP or GIFT City — modelled against your target LP base, mandate and hold periods, including the feeder and parallel vehicles needed for investors who cannot come into the main fund.
- 02
Formation & licensing
Incorporation, regulatory registration and licensing, manager and general partner entities, service provider appointments, and the bank and custody chain — sequenced so nothing blocks the close.
- 03
Fund documents
Limited partnership agreement or constitution, private placement memorandum, subscription documents and side letters. Drafted to be negotiated with institutional LPs, not to be redlined to pieces by the first one.
- 04
Economics that compute
Management fee and step-downs, hurdle, catch-up, and whole-of-fund versus deal-by-deal carry. We model the waterfall against real exit scenarios before it is drafted — we have seen documents whose carry did not compute the way the GP assumed.
- 05
GP & team structuring
Where the management entity sits, how team carry is allocated and vested, what happens on a departure, substance requirements in the chosen jurisdiction, and the personal tax consequences for principals.
- 06
LP diligence readiness
Institutional LPs run their own diligence on the manager. We prepare the pack they will ask for — governance, conflicts policy, valuation policy, key person provisions — before it delays a close.
Structuring a new fund?
Tell us the strategy, the target size and where your anchor LPs sit. We will come back with the realistic options and what each costs to run annually.