Hong Kong Limited Partnership Fund (“LPF”)
| Fixed Fees
Registering a Hong Kong Limited Partnership Fund (“LPF”) must be done through a Hong Kong law firm or an admitted Hong Kong solicitor. That is what we do. David Cameron Law Office (“DCLO”) is a Hong Kong law firm focused on the formation of HK LPFs for fund managers, family offices, private equity firms, venture capital investors and private investment professionals.
Total setup time is approximately two weeks. Every service is delivered at an agreed fixed fee. A service guarantee stands behind our work. Efficient. Transparent. Fully accountable.
Why Choose a Hong Kong Limited Partnership Fund (“LPF”)
The Hong Kong LPF regime was introduced to position Hong Kong as a leading onshore jurisdiction for private fund vehicles. For sponsors raising capital across Asia, a Hong Kong LPF offers a credible alternative to similar structures in Singapore, Cayman Islands, BVI, Luxembourg, Jersey, Guernsey, with several distinctive advantages:
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Direct access to Mainland China through the Greater Bay Area and Stock Connect schemes
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Operating within a well-established and robust common law legal and regulatory regime
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A profits tax exemption for qualifying funds under the Unified Fund Exemption regime
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Confidentiality protection for limited partners, whose details are not publicly disclosed
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Flexible capital contributions and distribution mechanics defined entirely in the limited partnership agreement
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No minimum capital commitment and no minimum number of investors
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No restrictions, or other criteria, for the underlying investment, which doesn’t necessarily need to be in Hong Kong
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Recognition as a Hong Kong domiciled fund, which supports substance and tax treaty positioning
Examples of Our LPF Clients
Hong Kong Limited Partnership Fund (“LPF”) are particularly attractive to private equity and venture capital managers, family offices, real estate funds, credit funds and digital asset strategies that want a transparent, common law jurisdiction with a robust regulatory ecosystem.
Asset Manager
An asset manager establishing an LPF to pool investor capital for investment into listed public equities and broader public market strategies across Asia
Venture Capital
Venture capital targeting technology, AI and digital asset related businesses across Hong Kong and Southeast Asia
Private Equity Focused Structure
A private equity focused structure established for the acquisition, renovation and operation of a resort hotel project in Italy
Family Office
Family office designed to facilitate cross-border investments and succession planning for ultra-high-net-worth families
Fund Manager
A fund manager establishing an investment vehicle for pre-IPO HKSE cornerstone investments
Fund & Management Platforms
Fund and management platforms established to support Hong Kong Type 9 regulated activity and broader asset management operations
What We Deliver
Every engagement with David Cameron Law Office ("DCLO") is built around three commitments. These are the standards we hold ourselves to on every Hong Kong LPF registration, regardless of fund size or strategy.
Two Weeks Setup
Total setup time from kick-off to a registered Hong Kong LPF is approximately two weeks. Our two workstreams — the Form LPF1 filing and the limited partnership agreement — run in parallel, so neither becomes a bottleneck.
The Companies Registry typically issues the Certificate of Registration within 4 working days of receiving a complete application.
Agreed Fixed Fees
Every service is priced at a fixed fee confirmed in writing before any work begins, inclusive of government registration fees. All fees are agreed in advance and we only invoice the agreed amount.
We are happy to provide or assist with the following on-going Hong Kong LPF services at a fixed fee, which may or may not be needed depending on your particular circumstances:
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Provision of a registered address in Hong Kong
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Drafting of an Investment Memorandum
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Tailoring and finalisation of the Limited Partnership Agreement
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Provision of a Responsible Person (AML Officer)
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Incorporation and set-up of the General Partner (GP) company
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Assistance with all ongoing Companies Registry filings
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Drafting of an Investment Manager Agreement
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Appointment / coordination of auditor
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Appointment / coordination of fund administrator
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Assistance with bank account opening
Full pricing detail is set out on The Cost.
A Service Guarantee
A service guarantee stands behind every engagement. We commit to the scope, the fee and the timeline that we agree with you in writing, and we deliver against that commitment.
How We Set Up Your Hong Kong Limited Partnership Fund (“LPF”)
Two workstreams running in parallel, completed in approximately two weeks.
Step 1: File Form LPF1 with the Companies Registry
We collect the required information, complete Form LPF1, advise throughout on the underlying legal questions and fund structure, and file it in person at the Companies Registry along with the government fee.
The Certificate of Registration for the LPF is normally issued within 4 working days, and we collect it on your behalf.
Step 2: Enter into a Limited Partnership Agreement (“LPA”)
The Limited Partnership Ordinance requires that the Fund be constituted by a LPA.
We draft the LPA with the commercial terms specific to your fund structure and arrange execution by all parties. The LPA is a private document, is not filed at the Companies Registry, and can be further tailored by amendment at any time after registration.
The full step by step breakdown is set out in "The Process." To begin, contact David Cameron Law Office at LPF@dc-lo.com or +852 3484 2080 for an initial consultation and a fixed fee proposal.
Our Hong Kong Limited Partnership Fund ("LPF") Services
David Cameron Law Office handles the full legal scope of registering and structuring a Hong Kong LPF. Our core registration service includes:
Core Registration Service
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Drafting the limited partnership agreement tailored to your investment strategy and economic terms
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Drafting the Subscription Agreement for limited partners and assisting with their onboarding
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Arranging execution of the LPA by all parties
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Preparing and submitting Form LPF1 in person at the Companies Registry
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Acting as your Hong Kong solicitor of record on the application (as required by law)
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If requested, acting as the responsible person for the LPF
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Advising on eligibility, name approval and statutory compliance under the Limited Partnership Fund Ordinance
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Coordinating the general partner, investment manager and authorised representative roles (as appropriate)
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Liaising with the Companies Registry in respect of any queries and collecting the Certificate of Registration on your behalf once issued.
Fixed Free Add-ons
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Provision of a registered address in Hong Kong
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Assistance with all ongoing Companies Registry filings
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Drafting of an Investment Memorandum
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Drafting of an Investment Manager Agreement
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Tailoring and finalisation of the Limited Partnership Agreement
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Appointment / coordination of auditor
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Provision of a Responsible Person (AML Officer)
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Appointment / coordination of fund administrator
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Incorporation and set-up of the General Partner (GP) company
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Assistance with bank account opening
For some of the above services , we use trusted third party providers.