We structure, launch and advise Gibraltar private funds and Experienced Investor Funds for family offices, emerging managers and international asset managers, from first idea to launch day and beyond.
Why Gibraltar
Private funds need no GFSC licence. Experienced Investor Funds launch without prior regulatory approval and notify the GFSC within 10 days.
A regulator that knows the sector, with rules matched to who is investing, from closed private groups to professional investors.
A legal system familiar to UK and international investors and their advisers.
Regulating distributed ledger technology since 2018, and now enabling EIF protected cell companies to issue tokenised shares.
No VAT, capital gains tax or withholding tax on dividends paid to non-resident investors.
A European time zone, a skilled finance workforce, and a UK–EU treaty that leaves the fund regimes unchanged.
Fund vehicles
Most clients choose between a private fund and an Experienced Investor Fund. An EIF can also be set up as a protected cell company to run several sub-funds; this option is not available to private funds.
| At a glance | Private Fund | Experienced Investor Fund | EIF as a Protected Cell Company |
|---|---|---|---|
| Best for | Family offices and closed groups of known investors | Professional, high-net-worth and experienced investors | Platforms running several strategies or managers |
| Investors | Up to 50 from an identifiable group | Unlimited, if each is an experienced investor (e.g. €100,000+ invested or €1m+ net assets) | Experienced investors; each cell can have its own |
| Regulator | No GFSC licence; investors acknowledge the fund is unregulated | Regulated by the GFSC; notified within 10 days of launch with a senior counsel opinion | Regulated by the GFSC as an EIF |
| Service providers | Gibraltar-based administrator and custody arrangements | Approved administrator, GFSC-approved directors | Shared board and providers across cells |
| Auditor | Generally not required | Gibraltar auditor required; annual audited financial statements | Required, as it is an EIF |
| Investment strategy | Any asset class or strategy, limited only by what the fund sets in its own documents; no statutory investment, borrowing or diversification limits | Any asset class or strategy, limited only by what the fund sets in its own documents; no statutory investment, borrowing or diversification limits | Each cell can follow its own strategy |
| Management | Can be self-managed by its governing body, generally without a separate licence | Can be self-managed by its governing body, generally without a separate licence | Can be self-managed by its governing body, generally without a separate licence |
| Fund size | Leanest set-up while below the AIFMD thresholds, which still apply in Gibraltar after Brexit as part of its own law (assets under management of €100m, or €500m for unleveraged funds with no redemption rights for five years); above them, an authorised AIFM must be appointed | A self-managed EIF above the same AIFMD thresholds can seek an exemption from authorisation as an AIFM by notifying the GFSC, if it meets the conditions in Regulation 8A of the AIFM Regulations | As for any EIF |
| Limits | Cannot be listed; stays private for a year before converting to an EIF | Investors must qualify as experienced investors | Assets and liabilities ring-fenced by cell; no limit on cells |
| Timing | No regulatory approval needed. Timing depends mainly on putting the administrator, custody and banking arrangements in place; managed efficiently, it can be done in weeks | No prior approval to wait for. Takes longer than a private fund as it is a regulated fund, but managed efficiently it can still be done in weeks | New cells added quickly once the PCC exists |
Read our practical guide to Gibraltar investment funds, covering private funds, EIFs, the experienced investor test, management, launch, re-domiciliation, tax and digital assets.
Read the full guide →
Specialist work
Structuring crypto and tokenised strategies within the EIF and private fund regimes.
Moving existing funds to Gibraltar, as a private fund or an EIF, without creating a new entity or re-signing contracts.
Advice through the fund's life, as it grows, adds strategies or changes course.
Setting up or relocating a fund manager? See Asset Managers Gibraltar.
How we work
We agree the vehicle, legal form and investor terms with you.
We draft the offering document, constitution and service agreements.
We coordinate the administrator, directors and bank, and for an EIF the auditor.
For a private fund, we handle its registration. For an EIF, we give the legal opinion and make the GFSC notification that brings it into regulation.
We advise on new cells, conversions, regulatory change and investor matters.
Tax
Investment income is generally not taxed at fund level, and income accrued and derived outside Gibraltar is generally not taxed in Gibraltar. Tax depends on each fund's circumstances.
FAQ
The two most used are the Experienced Investor Fund (EIF), a regulated fund for professional, experienced and high-net-worth investors, and the private fund, for up to 50 investors from an identifiable group. An EIF can also be set up as a protected cell company with several sub-funds.
A private fund needs no GFSC licence, so timing depends mainly on putting its administrator, custody and banking arrangements in place. An Experienced Investor Fund takes longer as it is regulated, but needs no approval before launch: once its documents are final and its service providers appointed, it can launch and then notify the Gibraltar Financial Services Commission (GFSC) within 10 working days. Managed efficiently, both can be done in weeks.
Experienced investors: broadly, investment professionals, investors with net assets of more than €1 million, and anyone investing at least €100,000 in the fund.
Up to 50, drawn from an identifiable group such as family members or existing business contacts. A private fund is not licensed by the GFSC, cannot be listed, and can convert into an EIF after a year.
Yes. An EIF can be set up as a protected cell company (PCC), which keeps each cell’s assets and liabilities legally separate. PCCs are not available to private funds.
Yes. Both EIFs and private funds can hold digital assets. Gibraltar has regulated distributed ledger technology businesses since 2018, and protected cell companies authorised as EIFs can issue their shares in tokenised form, recorded on a distributed ledger, with GFSC approval.
Gibraltar funds are generally tax neutral, as investment income is generally not taxed at fund level. There is no capital gains tax, VAT, or withholding tax on dividends paid to non-resident investors. Corporation tax of 15% applies to income accrued in and derived from Gibraltar.
Senior Partner
Partner · Former Chair, GFIA
Associate
Trainee (pending admission to practice in Gibraltar)
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