Offshore Hedge Funds


Offshore Hedge Fund Formation

Offshore funds and master-feeder hedge fund structures enable sponsors to target diverse capital sources including non-U.S. investors and U.S. tax-exempt investors. Our offshore hedge fund formation services provide our clients with a complete solution to start a hedge fund domiciled in any preferred offshore jurisdiction.

Offshore funds provide sponsors with access to non-U.S. person and U.S. tax-exempt investors, who will prefer to invest in an offshore hedge fund for reasons of tax efficiency. However, offshore funds also present a range of complicated formation and regulatory issues apart from those facing domestic hedge funds. We assist clients in choosing the best jurisdiction for their offshore fund structure and devise a plan to maximize the available tax benefits.
We provide the following services in connection with the formation and operation of offshore hedge funds:

  • Prepare Confidential Offering Memorandum, Corporate Bylaws and/or Operating Agreement, and Subscription Documentation for offshore hedge funds
  • Prepare Investment Management Agreement between investment manager and offshore fund
  • Ensure avoidance of U.S. registration and regulatory requirements
  • Determine applicability of Regulation S to offshore hedge fund structure and file exemptions accordingly
  • Review sales and marketing materials relate to offshore funds to ensure compliance with applicable regulations
  • Implement advantageous and competitive performance fee structure for managers to offshore hedge funds
  • Maintain compliance with investors’ home jurisdictions through local counsel
  • Assist in establishing relationships with hedge fund administrators, accountants, custodians, placement agents, prime brokers and other service providers to offshore funds
  • Develop a web-based presence compliant with both U.S. and foreign regulations
  • Assess potential effects of relevant CFTC regulations
  • Prepare plan of action to target foreign institutional investors including listing on foreign exchanges
  • Maximize tax-efficiencies and maintain U.S. tax-exempt status
  • Lead compliance on U.S. and foreign anti-money laundering issues


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