美元基金设立模式
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陈昊东等:典型美元基金的设立模式——以Cayman和BVI为例
Sou Hu Cai Jing· 2025-11-21 01:29
Core Insights - The article discusses the increasing popularity of offshore fund structures, particularly the Cayman Islands Segregated Portfolio Company (SPC) and the British Virgin Islands (BVI) Approved Fund, as preferred choices for USD fund establishment due to their mature legal frameworks, flexible regulatory environments, and tax neutrality [2][27]. Group 1: Cayman Islands SPC - The SPC structure allows for statutory asset segregation, enabling multiple independent portfolios under a single legal entity, which is ideal for managing diverse investment strategies and isolating specific project risks [4][5]. - SPCs are exempt from various taxes for a period of 50 years, making them attractive for fund managers [4]. - The governance structure of SPCs includes managing shareholders with voting rights and participating shareholders without voting rights, ensuring clear decision-making processes [10]. Group 2: BVI Approved Fund - The BVI Approved Fund is designed for small-scale private funds, offering a streamlined regulatory path that enhances efficiency and reduces operational costs [20][22]. - The fund structure is characterized by its rapid approval process and flexibility in compliance requirements, making it suitable for emerging fund managers [20][23]. - BVI Approved Funds can manage various types of products, including private equity and hedge funds, and can seamlessly upgrade to more comprehensive regulatory frameworks as they grow [23][27]. Group 3: Comparative Analysis - The registration and establishment process for BVI Approved Funds is generally faster, taking 1-2 working days for company registration and about 1-2 months for regulatory approval, compared to the 7-10 working days and 2-3 months for Cayman SPCs [26]. - BVI Approved Funds have a strict limit of 20 investors, while Cayman SPCs do not have such limitations, although they typically require a minimum investment of $100,000 per investor [26]. - The operational costs for BVI Approved Funds are lower due to fewer mandatory compliance requirements, while Cayman SPCs incur higher costs due to mandatory audits and the need for multiple independent portfolios [26].