Fund Structuring & Legal Frameworks Flashcards
7 cards from real CFM practice questions. Tap to flip, then mark Knew It or Still Learning — missed cards come back until you master them.
Read the first 7 Fund Structuring & Legal Frameworks flashcards as text
A fund manager wants to establish a vehicle where investors have limited liability but the fund can be treated as a partnership for U.S. tax purposes. Which structure best satisfies both requirements?
Answer: Limited Liability Company (LLC) electing partnership taxation
An LLC electing pass-through partnership taxation provides limited liability to all members while avoiding entity-level taxation.
Under the Investment Company Act of 1940, a fund relying on Section 3(c)(1) is limited to how many beneficial owners?
Answer: 100
Section 3(c)(1) exempts funds with no more than 100 beneficial owners from registering as investment companies.
Which document in a limited partnership fund structure governs the rights and obligations of the general partner and limited partners?
Answer: Limited Partnership Agreement (LPA)
The LPA is the binding legal contract that sets out management authority, economics, distributions, and partner rights.
A Cayman Islands exempted limited partnership (ELP) is commonly used for offshore funds primarily because:
Answer: It is subject to Cayman Islands corporate income tax at 0%
Cayman ELPs benefit from a zero-tax environment, making them attractive for offshore fund structuring.
What is the principal purpose of a 'master-feeder' fund structure?
Answer: To pool capital from multiple feeder funds into one investment vehicle for efficiency
Master-feeder structures aggregate capital from onshore and offshore feeder funds into a single master fund to achieve economies of scale.
A fund's 'side pocket' mechanism is used to:
Answer: Segregate illiquid or hard-to-value investments from the main portfolio
Side pockets isolate illiquid investments so redemptions and subscriptions are based only on the liquid portfolio.
Under U.S. securities law, Regulation D Rule 506(b) permits a private fund to sell securities to up to how many non-accredited but sophisticated investors?
Answer: 35
Rule 506(b) allows sales to up to 35 non-accredited investors who meet a sophistication standard, alongside unlimited accredited investors.