The Investment Memorandum Private Equity is a crucial document used when raising capital for a private equity fund in Hong Kong. It serves as the primary offering document that provides potential investors with comprehensive information about the investment opportunity, compliance with Hong Kong's regulatory requirements, and the fund's operational framework. The document is typically prepared when establishing a new private equity fund or launching a new investment vehicle, and must comply with the Securities and Futures Ordinance and other relevant Hong Kong regulations. It includes detailed sections covering investment strategy, risk factors, management credentials, fee structures, and tax implications, all tailored to Hong Kong's legal and regulatory environment. This document is essential for meeting regulatory disclosure requirements while effectively communicating the investment proposition to sophisticated investors.
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1. Important Notices and Disclaimers: Legal disclaimers, regulatory statements, and important notices to potential investors
2. Executive Summary: Overview of the investment opportunity, fund strategy, and key terms
3. Fund Overview: Detailed description of the fund structure, investment objectives, and strategy
4. Investment Strategy and Process: Detailed explanation of investment approach, criteria, and decision-making process
5. Management Team: Biographies and track record of key personnel and investment professionals
6. Terms of Investment: Key commercial terms including fees, minimum investment, and lock-up periods
7. Risk Factors: Comprehensive disclosure of investment, operational, and market risks
8. Legal and Regulatory Information: Fund structure, regulatory status, and applicable legal framework
9. Tax Considerations: Overview of relevant tax implications for the fund and investors
10. Subscription Process: Instructions and requirements for investing in the fund
1. Track Record: Historical performance of previous funds or investments, included when the management team has relevant past performance
2. Co-Investment Opportunities: Details of co-investment rights and processes, included when co-investment is offered
3. ESG Policy: Environmental, Social, and Governance considerations and policies, included when ESG is a significant focus
4. Portfolio Companies: Information about existing investments, included for funds that have already made investments
5. Strategic Partnerships: Details of key strategic relationships, included when relevant to the investment strategy
6. Currency Hedging Policy: Details of currency risk management, included for funds with significant foreign currency exposure
7. FATCA Compliance: Details of FATCA compliance procedures, included when targeting US investors
1. Subscription Agreement: Legal agreement and forms for fund subscription
2. Limited Partnership Agreement: Full legal agreement governing the fund's operation
3. Investment Advisory Agreement: Agreement between the fund and its investment advisor
4. Fee Schedule: Detailed breakdown of all fees and expenses
5. Administrator Details: Information about fund administrator and related procedures
6. KYC Requirements: Detailed anti-money laundering and know-your-client requirements
7. Tax Forms: Required tax forms and certifications
8. Financial Statements: Historical financial statements if applicable
9. Due Diligence Questionnaire: Standard due diligence information in questionnaire format
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