Overview

A Jersey Private Fund (“JPF”) is a lightly regulated and highly flexible private fund structure designed for professional and eligible investors, enabling swift establishment and cost-effective operation. Key features include:

• Streamlined authorisation:  Consent under the Control of Borrowing (Jersey) Order (COBO) is granted within 24 hours once a complete application is submitted through a regulated Designated Service Provider (“DSP”).

• No cap on investors or offers:  JPFs may now make an unlimited number of offers and admit an unlimited number of investors, provided the offer is made to a restricted group of investors.

• Expanded investor eligibility:  “Professional investors” now explicitly encompass UK professional clients and U.S. accredited investors, with simplified criteria aligned with global standards.

• has no requirements for promoter policy/approval;

• has no requirement for Jersey-resident directors;

• has no requirement for an offering document;

• possesses no set restrictions on investment and borrowing, but there is a requirement for investment warning and disclosure statement;

• can be open-ended or closed-ended;

• has no requirement for audited accounts, but any qualified audit must be reported (except in the circumstances when adopting modified GAAP);

• must appoint a designated service provider (“DSP”), which is registered pursuant to the Financial Services (Jersey) Law 1998;

• must have any notice of change or event signed off by the DSP;

• must have annual Jersey Private Fund return signed off by the DSP; and

• does not require personal questionnaires in relation to the Jersey Private Fund itself.

Approval Timings

Funds qualifying under the Jersey Private Fund regime will receive approval within 24 hours from when the application has been received.

Flexibility and Structure

• Vehicle types:  JPFs may be established as companies (including protected/incorporated cell companies), partnerships (including LPs and LLPs), or unit trusts.

• Open‑ or closed‑ended:  Both structures are permitted with no imposed investment or borrowing restrictions.

• Technical listings:  Interests in JPFs may be listed, with JFSC consent, primarily for regulatory or structural purposes, so long as the restricted‑offer test is maintained.

Investor Access & Regulation

• Restricted Group of Investors:  Offers must be addressed to a defined category of persons (“restricted group”), communicated directly by the promoter or their agent, ensuring the fund remains private.

• Investor requirements:  Each investor must be a “professional investor” or “eligible investor” (e.g., investing at least £250,000 or equivalent) and must acknowledge the prescribed investment warning and disclosure statement.

Designated Service Provider (DSP)

• A Jersey‑based Designated Service Provider:  The DSP handles due diligence, files the application, monitors compliance, and ensures changes are communicated to the JFSC.

Speed & Efficiency

• 24 hour consent regime:  Fully meets Jersey’s commitment to rapid authorisation, now optimized for modern fund-raising timelines.

• Broad appeal: The updated regime enhances Jersey’s attractiveness for private equity, venture capital, real assets, and fund managers seeking speed and regulatory efficiency.

How Pinel Advocates can help

Pinel Advocates offers tailored support throughout the JPF lifecycle:

1. Structuring and Strategy

• Advising on vehicle selection (company, partnership, unit trust) based on your objectives and investor base.

• Preparing documentation, including the the prospectus/offering memorandum, constitutional documents, any subscription agreements, service agreements, director appointment letters and many other relevant contracts.

2. DSP Coordination and Application

• Partnering with regulated Jersey DSPs to compile and file a full application via myJFSC.

• Ensuring compliance with the restricted-group test and investor eligibility.

3. Regulatory Navigation and Compliance

• Liaising with JFSC for fast-track consent.

• Advising on listing options, AIFMD/NPPR access into Europe, and economic substance obligations where applicable.

4. Ongoing Fund Support

• Managing fund amendments, investor onboarding processes, and annual returns via the DSP.

• Supporting any conversion from existing CIFs if applicable.

 Why choose Pinel Advocates?

• Expertise in Jersey funds:  Deep knowledge of JPF structuring, regulation, and market positioning.

• Efficiency-first approach:  Focused on leveraging Jersey’s updated regime for maximum speed and flexibility.

• Client-centric delivery:  Practical, solution-oriented legal support tailored to professional investors and fund managers.