Hong Kong Limited Partnership Fund

To foster the position of Hong Kong as a premier international asset and wealth management centre, the Limited Partnership Fund Ordinance (Cap. 637) had commenced operation on 31 August 2020.

The limited partnership fund (“LPF”) regime is introduced to attract private investment funds (including private equity and venture capital funds) to set up and register in Hong Kong so as to facilitate the channeling of capital into corporates, including start-ups in the innovation and technology field in the Greater Bay Area.

A fund qualifying for registration under the LPF regime must be constituted by one general partner (GP) who has unlimited liability in respect of the debts and liabilities of the fund, and at least one limited partner (LP) with limited liability. 

The LPF is an extremely flexible choice of domestic fund vehicle, providing flexibility to GPs and LPs alike. There are also some considerable advantages in deciding to use an LPF to raise capital for a traditional private equity fund, and indeed for other asset classes such as real estate, private credit and infrastructure. As well as being able to make use of the extensive tax treaties Hong Kong has concluded with many other countries, including China, the LPF shall also be exempt from tax in Hong Kong under the funds exemption.