How to Start an Investment Fund: An Institutional Guide
Learn how to start investment fund with our expert guide. Discover legal setup, raising capital, and building a successful fund today!
Aug 9, 2025
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You have a differentiated investment strategy. That's an essential start, but a powerful idea alone isn't enough to build a successful fund. Before committing capital to legal formation or operational setup, you must pressure-test your concept and build a robust business plan. This foundational work transforms a promising strategy into a validated, defensible, and investable fund.
Laying the Groundwork for Your Investment Fund

Before addressing legal structures or raising capital, you must build the foundation. This initial phase moves a raw concept to a viable business model. It's where you answer the fundamental questions that will shape every subsequent decision.
Think of it as developing the architectural blueprints for a skyscraper. Construction doesn't begin without a meticulous plan, and the same rigor applies to launching a successful fund. This means getting specific about what truly provides a market edge.
What Is Your Investment Thesis?
Your investment thesis is the core philosophy guiding every allocation. It is more than "buy low, sell high"; it's a specific, repeatable process that explains precisely how you intend to generate returns. A strong thesis is your narrative and your unique value proposition.
When formulating your thesis, analyze these areas:
Market Focus: Where will you operate? Are you focused on a specific asset class, like BTC-denominated structured products, or a particular geographic region where you have deep expertise?
Strategy Type: How will you execute? Are you a long-term value investor, a quantitative trader, a distressed debt specialist, or another archetype?
Differentiated Edge (Alpha): What is your source of alpha? Do you possess proprietary data, a unique analytical model, exclusive access to deal flow, or deep operational expertise in a niche sector?
Your thesis must be concise enough to explain in a few sentences yet robust enough to withstand intense scrutiny from potential Limited Partners (LPs). For instance, a clear thesis might be: "We generate alpha by providing senior-secured credit to mid-sized Bitcoin mining operations in North America, using proprietary on-chain data to underwrite risk and forecast operational efficiency." This is specific, clear, and defensible.
Who Are Your Target Allocators?
Not all capital is equal. The type of allocator you target will significantly impact your fund's structure, regulatory requirements, and marketing strategy. Understanding your audience and their priorities is critical.
You will generally encounter three main profiles:
Retail Investors: This group typically requires products with lower minimum investments and streamlined access, often through online platforms or publicly traded vehicles.
High-Net-Worth Individuals (HNWIs) & Family Offices: These allocators are sophisticated and often seek differentiated strategies, direct access to the manager, and customized reporting. Capital preservation and tax efficiency can be as important as absolute returns.
Institutional Investors: This includes pensions, endowments, and foundations. They demand exhaustive due diligence, a proven track record (even a personal one), and an institutional-grade operational and compliance framework.
Before proceeding, it's crucial to have clear answers to these foundational questions. The following checklist summarizes the key decision points.
Initial Fund Concept Checklist
Key Decision Area | Core Question to Address | Example Consideration |
---|---|---|
Investment Thesis | What is my specific, repeatable strategy for generating returns? | "We invest in pre-seed SaaS companies in the fintech space, leveraging our network of C-suite executives for deal flow and due diligence." |
Competitive Edge | What gives me a unique advantage over other funds in this space? | "My co-founder and I have a combined 20 years of operational experience scaling fintech startups, giving us an edge in identifying winners." |
Target Allocator | Who is the ideal Limited Partner (LP) for this fund? | "We are targeting family offices and HNWIs who understand the early-stage tech risk/reward profile and are looking for non-correlated returns." |
Market Niche | Which specific, underserved segment of the market am I targeting? | "While large VCs focus on Series A and beyond, there's a capital gap for B2B SaaS companies seeking their first $500k check, which is our sweet spot." |
Answering these questions with analytical rigor will provide the clarity needed to build a compelling case for your fund and guide your operational setup.
The allocator you target dictates everything—from your fee structure to your legal domicile. A fund built for institutional capital will have vastly different operational requirements than one designed for a handful of family offices. You must align your product with your ideal allocator from day one.
Understanding the Economic Landscape
Starting a fund means entering a massive, fiercely competitive global arena. A realistic view of this landscape is vital for setting achievable goals. The scale is significant; for example, as of Q1 2025, the total net assets of worldwide investment funds reached approximately €73.9 trillion.
Despite market fluctuations, the industry's sheer size indicates both immense opportunity and intense competition. For a deeper analysis, you can explore the full report on global fund flows from EFAMA.
This data is not meant to be intimidating; it underscores why a well-defined niche is so critical. Competing directly with the largest global asset managers is a losing strategy for an emerging manager. Your success will derive from identifying an underserved market or a unique strategy that incumbents overlook. Your initial research must include mapping your competitors and clearly defining how your fund offers something different and more valuable.
Navigating the Legal and Regulatory Maze
The legal and regulatory aspects of launching a fund are often the most intimidating for aspiring managers. While complex, this domain is entirely manageable when approached systematically. This is the critical phase where your investment idea is formalized into a real, investable entity.
Proper execution from the outset is paramount. A misstep here can exhaust initial capital and, more damagingly, tarnish your reputation before it is established. The objective is to create a structure that is not only compliant but also efficient and perfectly aligned with your strategy and target allocators.
Choosing Your Fund's Legal Structure
A fund's legal entity is its chassis, dictating operations, investor eligibility, and tax implications. For most funds, the decision centers on two primary options: the Limited Partnership (LP) or the Limited Liability Company (LLC).
The LP structure is the industry standard, particularly for venture capital and hedge funds. In this model, you, the manager, act as the General Partner (GP), retaining operational control and liability. Your investors participate as Limited Partners (LPs), with their liability capped at their invested amount. Institutional capital understands and trusts this model, as it creates a clear demarcation between management and investors.
An LLC, by contrast, offers greater flexibility and is often suitable for smaller, first-time funds, funds with one or two major investors, or certain real estate strategies. While all members receive liability protection, some traditional institutional LPs may be less familiar or comfortable with it compared to the GP/LP dynamic. Your choice hinges on your target allocator profile.
Selecting the Right Jurisdiction
Your fund's domicile—where it is legally established—has significant implications for regulation, taxation, and investor perception. While a fund can be established almost anywhere, a few key jurisdictions dominate for sound reasons.
Delaware (USA): This is the preeminent choice for U.S.-based funds, particularly in VC. Its legal framework is exceptionally well-established and predictable, supported by a specialized court (the Court of Chancery) that focuses on corporate law.
Cayman Islands: For funds targeting a global investor base, the Cayman Islands are a top-tier offshore option. It offers tax neutrality—a major advantage for international investors—an efficient regulatory regime, and is a familiar, trusted jurisdiction among sophisticated allocators.
Luxembourg: For marketing to European investors, Luxembourg is a premier hub. It provides a regulatory "passport" (under frameworks like UCITS) that allows a fund to be marketed across the entire EU, backed by a robust regulatory system.
This decision is largely driven by your investor map. If raising capital primarily from the U.S., Delaware is a prudent choice. For a global LP base, an offshore vehicle in a jurisdiction like the Caymans is often necessary to accommodate diverse international tax considerations. You can find a deeper analysis in our guide on the regulatory and tax landscape for digital asset investments.
This graphic provides a high-level overview of a typical compliance timeline.

As illustrated, this is not an overnight process. Establishing a fund is a multi-stage endeavor that typically unfolds over several months, from entity selection to final regulatory approvals.
Assembling Your Legal Counsel
Attempting this process without specialized legal counsel is ill-advised. The single most important hire at this stage is a top-tier legal team with a specific focus on fund formation. They possess market knowledge, the right professional network, and extensive experience. They will save you time, capital, and significant challenges.
Your fund's core legal documents are its constitution. They govern your relationship with investors and define the rules of engagement. Underinvesting in their quality is not an option.
Your legal team will partner with you to draft the three foundational documents of your fund:
Private Placement Memorandum (PPM): This is your fund's business plan, marketing tool, and disclosure document combined. It outlines your strategy, team, terms, and, critically, the associated risks. Every potential LP will scrutinize this document.
Limited Partnership Agreement (LPA): This is the binding legal contract between you (the GP) and your investors (the LPs). It is the rulebook, codifying everything from fees and governance to withdrawal rights.
Subscription Agreement: This is the document an investor executes to formally commit capital. By signing, they confirm their status as a qualified investor and agree to the terms outlined in the PPM and LPA.
Drafting these documents is a painstaking process, but it forms the bedrock of a credible, compliant operation, giving investors the confidence to allocate capital.
Designing Your Fund's Economic Structure

Once the legal framework is established, you must architect the fund's financial engine. This involves defining how your firm generates revenue and, just as importantly, how you align your success with that of your investors. This economic structure is the blueprint for profitability and long-term sustainability.
The terms you set are a powerful signal to the market, communicating your confidence, target allocator profile, and competitive positioning. The goal is a structure that is sound for your management company and compelling to the allocators you need to attract.
Decoding the '2 and 20' Model
For decades, the "2 and 20" model has been the standard in hedge funds and private equity. It is a clean, two-part fee structure that any seasoned allocator will immediately recognize.
The 2% Management Fee: This is an annual fee charged on total assets under management (AUM). It is designed to cover the fund's operational overhead, including salaries, compliance, technology, and administration. It provides a predictable revenue stream to maintain operations.
The 20% Performance Fee: Known as carried interest or "carry," this is your share of the fund's profits. It is the primary incentive for generating exceptional returns, as it directly links your compensation to the fund's success.
The model became ubiquitous because it creates a clear alignment of interests. The management fee sustains the operation, while the performance fee ensures all parties are focused on the same goal: generating returns for investors.
However, the industry has evolved. "2 and 20" is no longer the only option. As the market has become more competitive, sophisticated LPs have successfully negotiated for more favorable terms. It is now common for emerging managers to launch with a "1.5 and 15" or even a "1 and 10" structure to secure critical initial commitments.
Innovating with Modern Fee Structures
To differentiate your fund, consider creative economic terms. One of the most effective tools is the hurdle rate.
A hurdle rate is a minimum return threshold the fund must achieve before the manager can earn a performance fee. For example, with an 8% hurdle rate, you would only begin to collect your 20% carry on profits generated above that 8% return. This provides investors with significant assurance that you are not compensated for mediocre performance.
Key Takeaway: A hurdle rate is a powerful signal to LPs. It communicates, "We do not earn our performance fee until you have achieved a solid baseline return." This can be a major differentiator during capital raising.
Beyond fees, the fund vehicle itself can drastically alter how investors perceive your offering. Consider the explosive growth of Exchange-Traded Funds (ETFs) in 2024. The Investment Company Institute reported that 757 ETFs launched—a 46% increase from 2023—with total global ETF assets surpassing $10 trillion for the first time. You can review the full ICI Factbook takeaways here.
While launching an ETF is a significant undertaking, this trend highlights clear investor demand for products with lower costs and greater liquidity. For specialized strategies, particularly in digital assets, understanding the trade-offs between different fund wrappers is essential. We explore these options in detail in our guide to fund and vault structures.
Ultimately, your objective is to design terms that tell a compelling story, attract the right LPs, and position your fund for long-term success.
Building Your Operational and Technology Stack
A differentiated investment strategy requires an institutional-grade operational engine to function effectively. After finalizing the legal and economic framework, your focus must shift to building the operational and technology backbone. This is the ecosystem of service providers and software that will manage everything from trade execution to investor and regulatory reporting.
Establishing a robust framework from the outset is critical for scalability. The choices made now will determine whether you can scale smoothly from a $10 million fund to a $100 million operation without a complete overhaul. Emerging managers who cut corners here often face costly mistakes, regulatory issues, and a loss of investor confidence.
Assembling Your Key Service Providers
No fund operates in isolation. You will rely on a core team of specialized firms to deliver the institutional-grade service that sophisticated LPs demand. Vetting these partners is one of your most critical tasks.
You will need to engage several core providers:
Fund Administrator: This is arguably your most important operational partner. The administrator is an independent third party that handles crucial functions: calculating your fund's Net Asset Value (NAV), maintaining the investor registry, processing subscriptions and redemptions, and conducting essential AML/KYC checks. Their independence provides investors with confidence in your reported performance.
Prime Broker: For trading-intensive strategies like a hedge fund, the prime broker is your gateway to the markets. They provide a suite of services including trade execution, asset custody, securities lending for shorting, and access to leverage. Your day-to-day trading operations depend heavily on this relationship.
Auditor: Annually, a reputable, independent auditor must examine your fund’s financial statements. For institutional investors, a clean audit from a well-known firm is a non-negotiable requirement. It is the ultimate layer of verification and trust.
Custodian: This firm is responsible for the safekeeping of your fund's assets. While a prime broker often provides custody, some strategies or jurisdictions may require a separate, dedicated custodian, especially for less-common assets like physical commodities or digital assets.
When selecting these firms, do not base your decision solely on price. Request references and speak with other managers running similar strategies. Evaluate their team's responsiveness, technology quality, and their understanding of your specific niche, particularly in complex markets like digital assets.
Architecting Your Technology Infrastructure
Your technology stack is the software that enables your investment process. The goal is to build a system that delivers efficiency, robust risk management, and complete control over your portfolio. At a minimum, you will need systems for portfolio management, order management, and risk analysis.
Expert Insight: All-in-one systems are appealing, but a "best-of-breed" approach is often more practical for emerging managers. Start with a top-tier portfolio management system, leverage your prime broker's platform for order execution, and layer on specialized risk software. This allows you to scale each component as you grow, avoiding the limitations of a system that is mediocre at everything.
There are two primary paths for building your tech stack:
The All-in-One Platform: Vendors like Eze Investment Suite or Enfusion offer a single, integrated solution combining a Portfolio Management System (PMS), Order Management System (OMS), and sometimes risk and compliance tools.
Upside: Seamless data flow and a single point of contact for support can be more efficient upfront.
Downside: These systems can be rigid, may lack deep functionality in a specific area, and create vendor lock-in.
The Best-of-Breed Approach: This involves selecting the best software for each function—a top-tier PMS from one vendor, a powerful risk analytics tool from another—and integrating them.
Upside: You get powerful, specialized tools, the flexibility to swap components as needs change, and no vendor lock-in.
Downside: Integration requires more effort, can be more expensive, and involves managing multiple vendor relationships.
For a new fund, a hybrid model is often the optimal starting point. Anchor your stack with a strong PMS as your official book of record. From there, you can add specialized tools for risk or investor reporting as your strategy and AUM grow. This balances cost and capability while providing the flexibility needed when starting your investment fund.
Mastering Capital Raising and Investor Relations
A fund remains a well-structured idea until capital brings it to life. Fundraising demands a sharp narrative, relentless networking, and an unwavering commitment to transparency. This is the moment your meticulously designed plan transforms into a capitalized entity.
This process is more than just soliciting funds; it's about building genuine partnerships with sophisticated allocators who understand your strategy and believe in your long-term vision. Your success hinges on your ability to tell a compelling story that resonates with your target audience, whether they are HNWIs, family offices, or institutions.
Crafting a Compelling Narrative and Pitch Deck
Your pitch deck is your fund’s resume and storybook combined. It must be professional, concise, and persuasive. This is not the place for jargon or vague promises; it is where you demonstrate a defensible edge and a clear execution plan.
A high-impact pitch deck must clearly articulate:
The Problem: What market inefficiency or opportunity have you identified that others have missed?
Your Solution: How does your investment thesis directly address this problem to generate alpha?
The Team: Why are you and your partners uniquely positioned to execute this strategy? Showcase relevant track records and specialized expertise.
The Strategy: Detail your investment process—from deal sourcing and due diligence to portfolio construction and risk management.
The Terms: Lay out your fee structure, hurdle rates, and other key economics with complete clarity.
Remember that different allocators prioritize different elements. A family office may focus on your team's background and alignment of interests. An institution will likely scrutinize your operational setup and risk controls. Always tailor your pitch to anticipate the questions of your specific audience.
Identifying and Approaching Limited Partners
Your search for capital should begin with your professional network. Warm introductions from trusted colleagues, mentors, and industry contacts are far more effective than cold outreach. Map out everyone in your network who could either invest directly or provide a connection.
Beyond your immediate circle, you must methodically target your ideal allocator profile.
For HNWIs and Family Offices: Engage with wealth management communities, attend exclusive industry conferences, and leverage platforms connecting managers with private capital.
For Institutions: This is a longer, more formal process. Your goal is to identify endowments, pensions, and funds-of-funds whose investment mandates align with your strategy. You need to get on their radar long before a formal ask.
A reality many new managers overlook: fundraising is a marathon, not a sprint. The average emerging manager spends 12 to 18 months raising their first fund. Building relationships and demonstrating value takes time. Start early and be persistent.
The broader economic environment can provide a tailwind. Long-term projections show significant asset growth, creating a larger pool of capital seeking deployment. PwC, for instance, forecasted that global assets under management would grow from $84.9 trillion in 2016 to $145.4 trillion by 2025. This growth signals a major shift, with alternative strategies gaining market share from traditional active management. You can dive deeper into these global asset management trends on PwC.com.
Navigating Due Diligence and Building Trust
Once a potential Limited Partner (LP) expresses interest, the real work begins. The due diligence process is an exhaustive examination of every aspect of your fund. Be prepared for intense scrutiny of your track record, investment strategy, legal documents, and operational infrastructure.
Transparency is your greatest asset. Answer every question directly, provide requested documents promptly, and be forthright about both the strengths and potential weaknesses of your strategy. Your conduct during this process is a direct reflection of how you will communicate as a fund manager.
Building trust does not end when the subscription agreement is signed. Investor relations is an ongoing commitment. It entails providing regular, high-quality reporting, being accessible, and communicating proactively, especially during periods of market volatility. Strong portfolio risk management practices) are not just for generating returns; they are a cornerstone of investor communication and trust. Your LPs are your partners; keeping them informed and confident is key to building an enduring fund.
Common Questions on the Path to Launch
Launching an investment fund is a significant undertaking that raises many challenging questions. Having guided numerous aspiring managers through this process, we have identified several recurring concerns. Here, we address the most common questions from an in-the-field perspective.
How Much Capital Is Required to Start a Fund?
There is no single figure. You must consider capital requirements in two distinct categories: operational capital for the management company and investment capital for the fund. Confusing the two is a common early-stage error.
First, you need an operational runway. This is the capital required to cover legal fees, administration, technology, and salaries before management fees can sustain the business. You must budget for an 18 to 24-month runway. Depending on your strategy's complexity and team size, this can range from $250,000 to over $1 million, typically funded by the principals.
Second, there is your "Day 1" Assets Under Management (AUM). Most institutional investors will not consider a meeting with a fund below $25 million AUM. However, for emerging managers, securing seed capital or anchoring with a few family offices can provide a more achievable starting point of $5 to $10 million. The key is having a detailed budget that outlines both setup costs and a credible target for initial AUM.
Can I Launch a Fund Without a Professional Track Record?
It is incredibly challenging, but not impossible. A verifiable track record from a reputable firm is the most valuable asset in fundraising, as it provides clear proof of capability.
If you lack a formal history, you must create one. Two viable paths are:
Build an Audited Personal Account: This is non-negotiable. You must manage a personal portfolio using your fund's exact strategy within an audited separately managed account (SMA) for at least two to three years. This generates a tangible, verifiable performance history to present to potential LPs.
Launch a 'Friends and Family' Fund: Start with a smaller, focused fund capitalized by your immediate network. The objective is not to reach a large AUM figure but to build a real-money track record over several quarters. This successful performance can then be used as leverage to approach larger, more institutional allocators.
Without a formal track record, your narrative and strategy must be exceptionally compelling. You need to highlight a unique edge that is difficult to replicate, such as proprietary technology, a specialized data approach, or exclusive access to a specific market or deal flow.
What Are the Most Common Mistakes New Fund Managers Make?
The path to launching a fund is fraught with potential pitfalls. Awareness of the most common stumbles is the first step toward avoiding them. Remember, successful fund managers are not just skilled investors; they are savvy business operators.
The most frequent mistakes typically fall into one of these categories:
Underestimating Timelines and Costs: Many managers are overly optimistic about the capital-raising timeline and burn through their operational runway before achieving a sustainable AUM.
Neglecting Compliance Details: Cutting corners on legal and regulatory requirements is a fatal error. A minor compliance issue can destroy investor trust and lead to severe penalties.
Succumbing to 'Style Drift': This occurs when a manager abandons their stated investment thesis to chase short-term performance in a trending market. It erodes the trust LPs placed in a specific strategy.
Skimping on the Operational Foundation: Selecting the cheapest fund administrator or auditor to reduce upfront costs often leads to significant issues with reporting accuracy and creates bottlenecks during scaling.
Focusing Solely on Investing: Many managers enter this field because they are passionate about investing. However, they forget that running a fund is a business that requires significant dedication to investor relations, marketing, operations, and compliance.
Avoiding these common traps demands discipline and a holistic approach to building your business from the ground up.
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