/ FUND FORMATION
Fund Formation in Hong Kong
Hong Kong offers one of Asia's most sophisticated and internationally recognised environments for fund formation, with a deep pool of institutional investors, a robust legal framework, and a favourable regulatory regime overseen by the Securities and Futures Commission (SFC). Alan Wong LLP advises fund managers, sponsors, and institutional investors on all aspects of establishing and operating investment funds in Hong Kong.
Our fund formation practice covers the full range of fund structures available under Hong Kong law, regulatory approvals for fund managers, constitutional document drafting, and the ongoing compliance requirements applicable to SFC-licensed managers. We act for both first-time fund managers and established managers launching new strategies in Hong Kong.
Fund Formation in Hong Kong
Hong Kong offers one of Asia's most sophisticated and internationally recognised environments for fund formation, with a deep pool of institutional investors, a robust legal framework, and a favourable regulatory regime overseen by the Securities and Futures Commission (SFC). Alan Wong LLP advises fund managers, sponsors, and institutional investors on all aspects of establishing and operating investment funds in Hong Kong.
Our fund formation practice covers the full range of fund structures available under Hong Kong law, regulatory approvals for fund managers, constitutional document drafting, and the ongoing compliance requirements applicable to SFC-licensed managers. We act for both first-time fund managers and established managers launching new strategies in Hong Kong.
/ PRACTICE AREAS
01 — Fund Structures
Hong Kong offers three main onshore fund structures, each suited to different strategies and investor bases. The open-ended fund company (OFC) is a corporate structure well-suited to retail and professional investor funds. The limited partnership fund (LPF), introduced in 2020, has become the vehicle of choice for private equity, venture capital, and other closed-ended strategies. Unit trusts remain widely used for SFC-authorised public funds. For managers preferring offshore vehicles, Hong Kong-managed funds are frequently structured through Cayman Islands vehicles. Alan Wong LLP advises on both onshore and offshore fund structures, and on the interaction between the fund vehicle, the management company, and the applicable regulatory regime.
→ Read our guide: Fund Formation in Hong Kong — Complete Guide02 — SFC Licensing
Fund managers operating in Hong Kong typically require an SFC licence under the Securities and Futures Ordinance. Type 9 (asset management) is required for managing a fund's portfolio; Type 4 (advising on securities) or Type 1 (dealing in securities) may also apply. Alan Wong LLP advises on licence applications, including preparation of application materials, fitness and properness of responsible officers, and responses to SFC queries. We also advise on ongoing compliance obligations, including the Code of Conduct, the Fund Manager Code of Conduct, and requirements applicable to managers of digital asset funds.
03 — Fund Documentation
Alan Wong LLP prepares and negotiates all constitutional documents and investor-facing materials for a fund launch. For LPF structures, this includes the limited partnership agreement, general partner constitutional documents, and side letter templates. For OFCs, we prepare the instrument of incorporation, sub-fund prospectuses, and investment management agreements. We advise on carried interest and management fee structures, key person events and removal provisions, drawdown and distribution mechanics, and LP advisory committee governance. For managers negotiating with anchor investors, we advise on side letter terms including most-favoured-nation clauses, reporting obligations, and co-investment rights.
Alan Wong LLP has advised on fund formations across private equity, venture capital, hedge, and digital asset strategies. Contact us to discuss your fund formation requirements.
/ PRACTICE AREAS
01
Fund Structures
Hong Kong offers three main onshore fund structures, each suited to different strategies and investor bases. The open-ended fund company (OFC) is a corporate structure well-suited to retail and professional investor funds. The limited partnership fund (LPF), introduced in 2020, has become the vehicle of choice for private equity, venture capital, and other closed-ended strategies. Unit trusts remain widely used for SFC-authorised public funds. For managers preferring offshore vehicles, Hong Kong-managed funds are frequently structured through Cayman Islands vehicles. Alan Wong LLP advises on both onshore and offshore fund structures, and on the interaction between the fund vehicle, the management company, and the applicable regulatory regime.
→ Read our guide: Fund Formation in Hong Kong — Complete Guide02
SFC Licensing
Fund managers operating in Hong Kong typically require an SFC licence under the Securities and Futures Ordinance. Type 9 (asset management) is required for managing a fund's portfolio; Type 4 (advising on securities) or Type 1 (dealing in securities) may also apply. Alan Wong LLP advises on licence applications, including preparation of application materials, fitness and properness of responsible officers, and responses to SFC queries. We also advise on ongoing compliance obligations, including the Code of Conduct, the Fund Manager Code of Conduct, and requirements applicable to managers of digital asset funds.
03
Fund Documentation
Alan Wong LLP prepares and negotiates all constitutional documents and investor-facing materials for a fund launch. For LPF structures, this includes the limited partnership agreement, general partner constitutional documents, and side letter templates. For OFCs, we prepare the instrument of incorporation, sub-fund prospectuses, and investment management agreements. We advise on carried interest and management fee structures, key person events and removal provisions, drawdown and distribution mechanics, and LP advisory committee governance. For managers negotiating with anchor investors, we advise on side letter terms including most-favoured-nation clauses, reporting obligations, and co-investment rights.
Alan Wong LLP has advised on fund formations across private equity, venture capital, hedge, and digital asset strategies. Contact us to discuss your fund formation requirements.
/ GET IN TOUCH
Setting Up a Fund in Hong Kong?
Whether you are launching a private equity fund, structuring an OFC, or navigating SFC licensing - we advise on the full fund formation process in Hong Kong.
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Whether you're establishing a fund vehicle, structuring a GP/LP arrangement, or navigating regulatory requirements — we can help you move forward with confidence.
