A Platform Fund ("P-Fund") is an investment fund
established as a limited liability company or limited partnership,
forming part of an umbrella type platform (the
The Platform facilitates the appointment of a separate
Investment Manager (if required) on a fund by fund basis but uses
standard form documents and the same Fund Service Providers to the
extent possible in order to (a) reduce time and costs associated
with the fund formation process; and (b) increase operational
efficiency by promoting familiarity with, and consistency of, fund
Each Platform provides for the establishment of a P-Fund as
a limited liability company ("Company") established
under the Companies (Jersey) Law 1991, as amended (the
a limited partnership ("Partnership") established
under the Limited Partnerships (Jersey) Law 1994, as amended (the
Each Platform is dedicated to P-Funds formed as either Companies
(a "Company Platform") or Partnerships (a
"Partnership Platform"). In both cases, a Platform is
comprised of an Incorporated Cell Company ("ICC")
established under the Companies Law, with each Incorporated Cell
("IC") established by the ICC comprising a P-Fund in the
case of a Company Platform, or the general partner of a P-Fund in
the case of a Partnership Platform.
Key structural features of a P-Fund:
Each P-Fund comprises a company under the Companies Law or
partnership under the Partnerships Law and forms part of a Platform
of P-Funds established by an ICC from time to time
Each P-Fund on the same Platform appoints its own Investment
Manager (to the extent required), which may be the same or
different to the Investment Manager of any other P-Fund on the
Each P-Fund on the same Platform appoints the same preselected
Fund Service Providers (to the extent required)
Each P-Fund is governed by its constitutional documents,
comprising its Memorandum of Association and Articles of
Association in the case of a P-Fund which is a Company or Limited
Partnership Agreement in the case of a P-Fund which is a
Partnership (in either case, "Constitutional Documents").
As far as possible, the Constitutional Documents of each P-Fund are
broadly drafted and the same for each P-Fund on the same
A global or generic standard form Prospectus is adopted by all
P-Funds on the same Platform. The Prospectus is broadly drafted to
accommodate the investment objectives and strategies of an almost
unlimited range of funds, including alternative investment funds
such as hedge funds, private equity funds, venture capital funds,
property funds, film funds and art funds
A P-Fund issues securities which comprise participating shares
in the case of a Company or participating partnership interests in
the case of a Partnership (in either case, "securities").
Each P-Fund may be open-ended (securities may be redeemed or
withdrawn at the option of the holder thereof) or closed-ended
(securities may not be redeemed or withdrawn at the option of the
The global or generic Prospectus applicable to each P-Fund is
read subject to a short fund-specific Appendix. Key operational
terms of a P-Fund, and any differences between P-Funds on the same
Platform, are reflected in the Appendix
A P-Fund is subject to the provisions of the Companies Law or
Partnerships Law, as the case may be, much in the same way as any
other Company formed under the Companies Law or Partnership formed
under the Partnerships Law.
A Platform may provide for P-Funds which are:
regulated by the Jersey Financial Services Commission
("JFSC") as Expert Funds ("SFEF")
unregulated on the basis that they constitute Eligible Investor
regulated by the JFSC under light touch regulation as Very
Private Structures ("SFPF").
A P-Fund may be listed on the Channel Islands Stock Exchange
("CISX") if contemplated by its Appendix.
P-Funds are a cost and time effective means of establishing a
fund structure. Funds which are appropriate for the Platform may be
established for a legal fee of £7,500 (excluding
disbursements). Legal fees do not include any fees or disbursements
of the Administrator engaged for the regulatory and formation
process, or any other Fund Service Provider engaged by the client.
The fee contemplates the Appendix of the P-Fund requiring less than
ten hours of legal work. Fees for optional listing of a P-Fund on
the CISX are not included.
The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.
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