Our Services

We only provide the best possible service and all round solution to clients, nothing more.

Fund Structuring and Establishment

We provide a full range of services to financial institutions, fund managers and institutional investors throughout the entire fund life cycle. We advise and guide clients to the most appropriate domicile and structure for hedge funds, venture capital, real estate, and private equity funds.  We also advise clients on regulatory and operational requirements for selling, offering, and marketing investment funds to investors in Hong Kong and Mainland China.

Our fund structuring and establishment services include the following: –

Cayman Islands Fund Formation – advising and preparing all documents for setting up investment funds in the Cayman Islands including the establishment of hedge and private equity funds in the form of segregated portfolio companies (SPC), exempted limited partnerships (ELP) and exempted companies and attending to all necessary regulatory filings

Hong Kong Fund Formation – advising and preparing all documents for setting up investment funds in Hong Kong in the form of limited partnership funds (LPF) and open-ended fund companies (OFC) and attending to all necessary regulatory filings

Fund Launch – preparing private placement memorandum (PPM), supplement to private placement memorandum, subscription agreements, redemption forms, and side letters

Investment Managers – advising and guiding clients to the most appropriate domicile to establish an investment manager; making licensing applications to the Securities and Futures Commission (SFC), preparing and negotiating investment management agreements and investment advisory agreements.

Regulatory Compliance

We regularly advise fund managers and financial institutions on all ongoing legal and regulatory compliance concerning investment funds including: –

Code of Conduct: advising on and assisting in complying with the regulatory requirements under the Securities and Futures Ordinance, the Code of Conduct for Persons Licensed by or Registered with the Securities and Futures Commission, and the Fund Manager Code of Conduct (“FMCC”).

Anti-Money Laundering and Economic Sanctions: advising on and assisting in complying with Hong Kong anti-money laundering laws, including the Anti-Money Laundering and Counter-Terrorist Financing Ordinance, the Organized and Serious Crimes Ordinance, the Drug Trafficking (Recovery of Proceeds) Ordinance and the United Nations (Anti-Terrorism Measures) Ordinance and economic sanctions.

Management and Disclosure of climate-related risks: advising on and assisting in incorporating governance, investment management and risk management procedures for climate-related risks and preparing relevant disclosures of climate-related risks in fund documents for compliance with FMCC.

SFC Licensing

We regularly advise local and international financial institutions, hedge fund managers, asset management companies, independent financial advisors and fintech start-ups on their applications for licences from the Securities and Futures Commission of Hong Kong (“SFC”) to conduct Type 1 (dealing in securities), Type 4 (advising on securities) and Type 9 (asset management) regulated activities under the Securities and Futures Ordinance (“SFO”). 

Our SFC licensing services include: –

– advising on the licensing regime under the SFO and guiding on selecting and applying for the most appropriate SFC licenses to meet business requirements

– assisting in the whole process of applying for the SFC licenses and preparing all necessary application forms and supporting documents in connection with the SFC license applications such as group chart, operational flowchart, and organizational chart

– advising on the competency of the personnel required including responsible officers (“ROs”) and managers-in-charge (“MICs”)

– representing clients in answering and dealing with the enquiries raised by the SFC in the course of the SFC licence application

– advising on the various regulatory requirements under the SFO, its subsidiary legislation, and the various codes, guidelines and circulars issued by the SFC, including the “fit and proper” requirements and competency requirements under the Code of Conduct for Persons Licensed by or Registered with the SFC (“SFC Code of Conduct”), the Fit and Proper Guidelines and the Guidelines on Competence, capital requirements under the Securities and Futures (Financial Resources) Rules (“FRR”), and the Fund Manager Code of Conduct.

Get in touch

info@bluepenadvisory.com

Address: 2/F, Dah Sing Life Building,
99-105 Des Voeux Road Central, Hong Kong