Supporting communities across the globe

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At Langham Hall, we believe community is built through action. In the first half of 2025, our teams across the globe have supported causes that matter – from mental health awareness to food security and local healthcare. These initiatives not only provide vital support to local communities but also strengthen the bonds within our teams, showing the power of collaboration both in and outside the workplace.

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Here’s a look at what our teams have been up to:

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US

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Our US team partnered with New York Cares, a leading nonprofit organisation that mobilises volunteers across New York to address community needs across the city.

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During the day they packed grocery bags and pantry essentials for families facing food insecurity. Working alongside other dedicated volunteers, they sorted fresh produce, non-perishables and household staples – ensuring that every bag was nutritious and balanced, ready to support a family in need.

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Beyond the hands-on work, the experience reminded the team of the power of community engagement and teamwork – both inside and outside the workplace. By the end of the day, hundreds of bags had been packed, supporting over 750 families throughout New York City.

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A huge thank you to New York Cares for organising such a meaningful initiative. The team looks forward to participating in future volunteer events and continuing to support the local community together.

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Guernsey

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The Guernsey office selected The Pink Ladies as its Charity of the Year. The Pink ladies is Guernsey’s breast cancer charity, focused on early detection, awareness and support for those affected in the Bailiwick. Fundraising began with a bake sale and continued with participation in the Pink Ladies Sunset Walk challenge, which brought together 1,500 walkers and finished with a celebratory gathering in the Town’s Market Square.

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In early June, six individual walkers and a relay team of seven took part in the Saffery Rotary Walk, a 39-mile route following the coastline of Guernsey. This initiative raised money for 25 local charities including St John Guernsey LBG, Wellbeing Animals Guernsey and the Youth Commission for Guernsey and Alderney.

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Luxembourg

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To mark International Women’s Day, our Luxembourg team showcased the voices and experiences of women in a special feature for our internal newsletter, while also donating to Soroptimist International of Luxembourg to support education and advocacy initiatives.

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The team also proudly continued its participation in the Social Goal football tournament, finishing an impressive second place in Division II this season. A special congratulations to Wilson Martins, who earned the title of the Best Goalkeeper in Division II!

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The Social Goal unites corporate teams across Europe and Asia to support local NGOs, using sport to provide children with access to structured, life changing programmes. We are proud to be part of this initiative that fosters community and creates opportunities.

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Jersey

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This year began with the Jersey team competing in the ‘Swimarathon’, with Team Langham Crawl securing second place in their time slot by completing an impressive 69 laps (138 lengths), surpassing their 2023 total of 67 laps.

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In March, the Jersey office came together to support three colleagues preparing for the Hospice 2 Hospice Half Marathon by hosting a bake sale that raised a remarkable £476 for Jersey Hospice Care.

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To wrap up Mental Health Awareness Week, the team showcased its baking skills in an office bake-off, raising funds for Dementia Jersey and Jersey Hospice – Langham Hall Jersey’s chosen charities for 2025.

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During May, several of the office participated in the James Keating Football Tournament, an event close to our hearts at Langham Hall. All of the proceeds from this event went to Autism Jersey.

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The team also attended an afternoon tea hosted by Dementia Jersey celebrating the charity’s 15th anniversary - an inspiring event that highlighted the real impact of the offices continued support within the community.

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Finally, the team had a great day out at the It’s a Knock Out competition, a family fun event with different obstacle courses, raising money in aid of the Jersey Neonatal Unit.

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London

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In March, the London office donned blue in support of Prostate Cancer Awareness Day, raising £141 through staff donations. The London Charity Committee generously added £250, bringing our total contribution to £391. Just two months later, the office embraced Denim Day in support of the Alzheimer’s Society, raising £230 – matched by the Committee bringing the donation to an impressive £460. These efforts not only generated vital funds but also fostered meaningful conversations about health and wellbeing.

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In April, Patrick Rourke and Amelia Saunders took on the Brighton and London Marathons, respectively, raising funds for Dementia UK and Blood Cancer UK. Langham Hall proudly contributed £250 to each of their campaigns. Congratulations to both for their incredible dedication and endurance.

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Meanwhile, colleagues Sagar Rajpara and Xuyi Wu participated in Fiera’s “Walk Together, Listen Together” event in partnership with The Listening Place, supporting suicide prevention. The Charity Committee contributed £500 to this vital cause and we praise Sagar and Xuyi for their commitment and meaningful contribution to this important cause.

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We also extend our congratulations to all Langham Hall staff who participated in the J.P. Morgan Corporate Challenge, with a special mention to Sam Highmoor and Abbie Jones, our fastest male and female runners. In recognition of their achievements, the Charity Committee donated £125 to each of their chosen charities. We thank all participants for their dedication and commitment, showing the drive we value at Langham Hall.

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Beyond events, the London office has partnered with Euston Foodbank to support the local community, donating an impressive 21.7 kg of supplies in Q1 alone. The team are proud to support this vital service and look forward to continuing collection efforts throughout the year.

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Looking ahead

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Across our offices, these initiatives reflect the values we share at Langham Hall: collaboration, commitment and care for the communities around us. We are proud of our teams’ contributions and look forward to building on this work in the months ahead.

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We sat down with Joseph Hindi, Head of our US office, to talk about leadership, culture and what’s fuelling our growth in the North American market.

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With over 20 years of experience in alternative assets, Joe has built his career around technical depth, operational rigour and a hands-on approach to team and client leadership.

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Tell us a bit about your career journey. What brought you to Langham Hall?

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My career in alternatives started in 2004. After grad school, I moved into the fund services space, joining a firm as employee number 50 and spending seven years helping to scale the business. That experience taught me a lot about how to build teams and deliver service at pace.

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What stood out about Langham Hall was its partner-led structure. It reminded me more of a mid-sized law firm than a traditional service provider: thoughtful, senior-led and genuinely invested in client outcomes.

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How do you approach your role day to day?

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My day moves between commercial development, client relationships and making sure the team has what they need to deliver excellent service. I like to stay close to the work, but not to micromanage. I would rather show someone how to solve a problem than just tell them what to do.

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What does strong leadership look like in your view?

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It is about clarity, consistency and accountability, including holding yourself accountable. At Langham Hall, we build culture through apprenticeship: weekly team sessions, open problem solving and mentoring built into how we work.

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What makes this moment exciting for the US office?

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The US remains one of the most active fund markets globally. Managers here move at pace and expect the same from their service partners, but they also value depth, stability and real engagement.

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That is where our model fits. Clients want senior people who understand their business, can solve problems quickly and provide consistency across jurisdictions. That combination of responsiveness and technical confidence is something they are not always used to and it has made a real differentiator for us. When new opportunities come through referrals, it speaks volumes about the trust and relationships we are building and service we are delivering.

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As Langham Hall’s US presence continues to grow, Joe remains focused on doing things the right way: with purpose, precision and a clear commitment to client service. With a strong foundation in place, the team is focused on scaling thoughtfully, deepening client relationships, attracting top-tier talent and reinforcing Langham Hall’s reputation as a trusted partner in one of the world’s most dynamic fund markets.

How SFDR classifications (Articles 6, 8, and 9) are reshaping private markets fund structuring and capital flows.

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Investor demand for Environmental, Social and Governance (ESG) strategies has transformed dramatically over the past decade, from niche allocation to mainstream expectation. When the EU’s Sustainable Finance Disclosure Regulation (SFDR) first came into force in March 2021, it fundamentally reshaped the ESG landscape for fund managers. Faced with new classification requirements, many managers initially defaulted to Article 6 — the path of least resistance. This allowed them to avoid the additional operational complexity, disclosure obligations and potential investor scrutiny that came with Articles 8 and 9.

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However, the dynamics have shifted sharply. Limited partners (LPs) across Europe have increasingly signalled they are willing to commit more capital to Article 8 and 9 funds, viewing these classifications not just as disclosure regimes but as genuine signals of ESG commitment. In response, managers have started to reposition.

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SFDR was originally designed as a disclosure framework aimed at improving transparency rather than serving as a formal ESG quality label. Yet in practice, Articles 8 and 9 have become widely adopted by the market as de facto “badges” to communicate ESG ambition and alignment to investors.

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Drawing on proprietary SFDR onboarding data from Langham Hall’s teams in Luxembourg and the UK (the latter only where funds are marketed to continental Europe), we see this pivot clearly in private markets. The data, spanning private equity, real estate and infrastructure strategies, shows a sharp rise in Article 8 funds as the pragmatic new default, a marked decline in Article 6, and selective, strategic adoption of Article 9. Together, these shifts reveal where investor ESG appetite in Europe is really landing and what it means for managers positioning themselves for the next decade.

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Article 8: The pragmatic new default

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Article 8 has quickly emerged as the pragmatic middle ground. In private markets strategies, Article 8 funds have shown the most consistent and significant growth. The proportion of Article 8 funds has steadily increased year on year, reflecting a rising willingness among managers to incorporate ESG characteristics to align with LP expectations.

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In private equity, Article 8 funds accounted for around 25% of new onboardings in 2022, over 35% in 2023, and rose further to 40% in 2024. In real estate, Article 8 funds grew from about 25% in 2022 to 64% in 2023, reaching an impressive 91% in 2024.

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This growth underscores that Article 8 allows managers to meet increasing ESG demands without committing to the far more operationally intensive Article 9 framework. It offers flexibility, credibility, and a pathway to satisfy LPs actively allocating towards more ESG-aligned vehicles.

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Article 6: From fallback to fading

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Initially, Article 6 was seen as a safe default classification. It avoided additional reporting complexity and allowed managers to maintain established strategies without structural changes. However, as ESG expectations have become mainstream, Article 6 has steadily lost ground.

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In real estate, Article 6 fell from more than half of onboardings in 2022 to only around 9% by 2024. In private equity, Article 6 declined from around 43% in 2022 to 40% in 2024. Infrastructure saw Article 6 dominate early on, but this share is also showing signs of eventual retreat.

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This shift reflects a broader reality: ESG is no longer optional or a niche differentiator. It has become a baseline expectation in Europe’s private markets.

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Article 9: A selective, high-commitment choice

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Article 9 funds, which require sustainable investment as a core objective, remain a relatively small but strategically important segment. In private equity, Article 9 accounted for roughly 29% in 2022, fell to around 13% in 2023 and stabilised at 20% in 2024. In real estate and infrastructure, adoption remains minimal.

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This cautious uptake reflects the high bar for operational readiness, rigorous disclosure and impact verification required to credibly support this classification. Article 9 strategies appeal primarily to mission-driven institutional investors, development finance institutions (DFIs) and certain European pension funds that prioritise measurable impact alongside financial returns. Only managers with advanced ESG capabilities, robust internal expertise and a long-term commitment to impact are typically equipped to pursue this path effectively.

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Looking ahead: The UK’s evolving approach

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While this analysis focuses on SFDR trends in Europe and therefore only touches on UK funds marketed into continental Europe, it is worth noting that the UK is introducing its own Sustainability Disclosure Requirements (SDR), designed to address some of the perceived shortcomings of the EU framework.

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Unlike SFDR, which has evolved into a de facto badge system through Articles 6, 8 and 9, SDR explicitly introduces four distinct, descriptive fund labels intended to provide clearer and more practical guidance to investors.

Although SDR is still in its implementation phase and no data is yet available, it is widely viewed as a more robust and transparent framework, aiming to reduce ambiguity and greenwashing risk by offering a direct labelling system rather than relying on market interpretation of disclosure categories.

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Implications: Where should managers aim next?

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For managers structuring new private markets products, these trends provide a clear strategic signal. Article 6 is no longer a safe fallback; it is increasingly seen as insufficient and risks misalignment with institutional LP expectations.

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Article 9, while attractive to certain highly impact-focused investors, demands significant operational investment and a genuine, verifiable sustainability strategy, making it a viable path only for those fully prepared to deliver and report on measurable outcomes.

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Article 8 has clearly emerged as the pragmatic sweet spot: robust enough to meet investor ESG demands and regulatory scrutiny, yet operationally achievable across private equity, real estate and infrastructure strategies.

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Managers considering Article 8 designations should ensure they have strong governance, clear ESG frameworks, and the internal capability to back up claims with credible data and reporting. Meanwhile, those looking to pursue Article 9 must be ready to demonstrate impact as a core objective, backed by comprehensive verification processes.

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As ESG expectations continue to embed deeper into allocation decisions, managers who act decisively to strengthen their ESG positioning (rather than simply adopt labels) will be best placed to secure capital, build stronger LP relationships, and protect long-term reputational value.

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A clear pivot: From optional to expected

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Taken together, these onboarding trends reveal that ESG integration has moved from being an optional differentiator to an expected baseline. Article 8 is rapidly becoming the default choice for managers balancing ESG requirements with operational realities and investor expectations.

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For investors, this data offers a grounded, evidence-based view of the real market trajectory, beyond broad commitments and policy statements. For managers, it is a clear call to action: now is the time to align structure, strategy and operational readiness to capture and retain capital.

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At Langham Hall, we see these insights not merely as onboarding statistics but as strategic market intelligence. While frameworks like SFDR have played a critical role in creating a common baseline and shaping market behaviour, simply adopting a category is no longer enough to differentiate or secure investor trust. As ESG shifts from ambition to execution, managers must go beyond the label, investing in strong governance, credible data and transparent reporting, to deliver authentic, measurable and lasting value.

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Fund governance plays a vital role in protecting investors and ensuring trust across the private funds industry. And it is an area where graduates can gain real responsibility early on. At Langham Hall, Depositary Analysts ensure fund managers operate transparently and in line with regulations under the Alternative Investment Fund Managers Directive (AIFMD).

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We spoke with Christine Obijiaku, a Depositary Analyst, about transitioning into finance, learning on the job and why she values Langham Hall’s commitment to development.

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How did you decide what jobs to apply for after graduation?

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I didn’t have a clear path mapped out, but I knew I enjoyed working with data and solving problems. I looked for roles that were structured and analytical – and that’s how I found my way into finance.

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What did you study, and how does it relate to your role?

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I studied Human, social and political sciences. While not directly related, it gave me strong critical thinking and communication skills. Understanding macro systems also helps provide context when analysing financial trends and regulatory developments.

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What does a Depositary Analyst do and what tasks do you undertake?

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We act as an independent oversight function between fund managers, stakeholders and regulators. That means verifying asset ownership, monitoring cash flows, reviewing transactions and making sure investment activity stays within stated mandates.

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Why Langham Hall?

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I chose Langham Hall because of its strong commitment to professional development. The firm genuinely invests in its people. I was drawn to the structured training and the ability to pursue industry qualifications like the IMC and CAIA. From day one, I have worked on real projects and been encouraged to take initiative.

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What were the first six months of your role like?

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They were intense – but in a good way. I shadowed colleagues, asked a lot of questions, and gradually took on more responsibility. The support was always there when I needed it.

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How do you see your career evolving at Langham Hall and what are your long-term goals?

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Short-term, I want to deepen my technical skills and take on more complex projects. Long-term, I hope to become a mentor myself and support others starting their careers, just as my team supported me.

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Do you have any recommendations for anyone who wants to pursue a career in the Private Funds sector/ Depositary team?

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Be curious and proactive. This role sets the foundation for a long-term, meaningful career in finance. There is a lot to learn, but staying engaged and asking questions is key. I also recommend pursuing a qualification early – it builds confidence and opens doors.

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If you are interested in joining Langham Hall, check out our latest vacancies.

Financial crime compliance in private funds is under pressure from two directions: regulation and investor scrutiny.

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For UK fund managers, obligations under the Money Laundering Regulations 2017 (MLR 2017) are well established, requiring a clear framework for identifying, verifying and monitoring the individuals and entities they do business with. But in practice, it is not just about compliance anymore.

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Fund investors are asking more questions. Operational due diligence now routinely covers AML and CDD processes. And reputational expectations, from Limited Partners (LPs), regulators and counterparties, are shifting. The message is clear: controls must work in practice, not just on paper.

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Where AML and CDD fit in and how they differ

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Anti-Money Laundering (AML) refers to the UK’s regulatory framework for detecting, preventing and reporting financial crime. Under the MLR 2017, UK AIFMs and fund service providers must carry out Customer Due Diligence (CDD) on investors, conduct ongoing monitoring, and file suspicious activity reports when appropriate.

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CDD, which includes verifying identity and beneficial ownership, assessing risk levels, and ongoing screening, is one of the core controls under that framework.

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In recent years, many fund managers have gone further: applying the same CDD-style assessments to deal counterparties, co-investors, JV partners and vendors. This isn’t always a regulatory requirement, but it reflects a broader risk management trend, especially in private capital where transaction complexity is high.

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Two pressure points for fund managers

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At Langham Hall, we consistently see two friction points for managers:

1. Investor onboarding: particularly when structures involve trusts, nominees or multi-layered corporates. Meeting compliance standards without slowing capital calls requires deep familiarity with the documentation and regulatory thresholds across jurisdictions.
2. Counterparty checks: increasingly expected by deal teams and investment committees. These checks must be fast, thorough and auditable, even when they fall outside formal AML scope.

In both cases, the underlying expectation is the same: can the manager demonstrate control?

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What good looks like

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Whether applied to investors or counterparties, a robust CDD process includes:

• Clear identification and verification of Ultimate Beneficial Owners (UBOs) or Senior Managing Officers (SMOs)
• Documented customer risk assessments
• Politically Exposed Person (PEP) and sanctions screening, with ongoing monitoring
• Adverse media checks
• Source of funds and wealth verification
• Periodic and event-driven reviews
• Escalation and governance procedures that are risk-based and consistently applied

Langham Hall’s role

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Langham Hall supports fund managers across both investor AML and counterparty CDD, with services delivered entirely in-house by our specialist Financial Crime team.

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Delegated investor AML

We act as a regulated delegate, providing CDD from onboarding through to periodic reviews and 24-hour rolling screening. Our process meets MLR 2017 requirements and aligns with FCA expectations under SYSC and SMCR.

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Counterparty and deal-level CDD

We apply the same rigour to counterparties, helping funds assess deal and engagement risk, particularly in complex procurement or co-investment scenarios. While not always mandated, this growing practice strengthens reputational risk management and supports investor expectations.

In both cases, we work closely with our administration and depositary teams to ensure integrated controls and clear accountability.

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Why it matters

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AML and CDD are no longer viewed as technical compliance tasks. Increasingly, they are part of how fund managers demonstrate trustworthiness: to regulators, to investors and to counterparties.

The firms that approach this proactively are not only meeting their obligations. They are reducing friction, protecting reputation and gaining a commercial edge.

Langham Hall is pleased to announce the promotion of Jonny Coates to Director at its Guernsey office. This move reflects the firm's commitment to recognising and developing internal talent as it continues to strengthen its leadership team in the Channel Islands, aligning with its ongoing expansion and dedication to delivering exceptional service to clients in the private equity and real estate fund sectors.

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Jonny joined Langham Hall in October 2021 as Client Director and later took on the role of Head of Accounting. During this time, he has played a pivotal role in building the firm’s accounting capabilities, leading technical delivery, and supporting the growth of private equity and real estate clients. His extensive experience in fund services and accounting, combined with a deep understanding of client needs, positions him to make a significant impact in this new leadership role.

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Jon Young, Head of Guernsey at Langham Hall, commented: “It’s a pleasure to announce this significant milestone for Jonny and Langham Hall. His leadership and technical expertise will be instrumental as we continue to grow and enhance our services in Guernsey.”

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Jonny Coates added: “I am excited to take on this new role and look forward to working closely with our talented team to drive the continued success and growth of Langham Hall in Guernsey.”

Today the Government of Jersey announced a number of enhancements to its leading fund structure, the Jersey Private Fund ("JPF"), aimed at further strengthening the competitiveness of this flexible product by enabling it to be opened out to more investors where they meet the definition of professional or eligible investors.

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Why it matters:

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These changes will allow more investment managers to use the JPF, and for those already using the product enable them to raise larger funds, access broader capital pools and improve fund economics – all without losing the speed, flexibility and cost-efficiency that have made the JPF the go-to vehicle for over 750 structures since 2017.

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The key update:

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Effective from 6th August 2025, the enhancements include the removal of the 50-investor cap - JPFs can now have unlimited investors provided they are marketed to a “restricted group”, a 24-hour turnaround for compliant applications, listing of JPF interests and an expanded definition of “professional investor”.

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Existing JPFs will remain subject to the current limit of 50 offers or investors. To benefit from this updated provision, they must apply for a revised COBO consent.

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Built for speed; now built for scale.

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JPFs were introduced to meet demand for fast, flexible vehicles, without the need for full Collective Investment Fund (CIF) regulation. The regime offers:

• Fast-track approval (typically within 24 hours)
• No mandatory audit or offer documents
• Flexible structuring (companies, partnerships, unit trusts)
• National Private Placement Regime (NPPR) access to the EU and UK

This latest change builds on the 2024 refinement to the “investor” definition, which clarified how carry and co-investment vehicles are classified, further removing constraints that limited fund size and participation scope.

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Real-world adoption

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Fund managers and investors have used the JPF across asset classes and strategies:

• Institutional managers: Leveraging JPFs to raise real estate and private equity structures marketing into Europe
• Entrepreneurs and operators: Using JPFs to pool capital into co-investment platforms with bespoke governance and profit-sharing terms
• Family offices: Collaborating through JPFs to invest in private businesses and property ventures under shared terms of control, liquidity and exit.

Langham Hall’s view

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The removal of the investor cap brings the JPF into line with manager driven structuring needs, allowing for both operational efficiency and capital flexibility, without undermining its regulatory integrity. It enhances Jersey’s reputation as a top-tier jurisdiction for sophisticated fund formation.

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Whether you are looking to establish a new fund, restructure an existing one or explore cross-border opportunities under the JPF framework, now is the time to act. Langham Hall can help you capture the benefits of these changes.

For the second instalment of our ‘Spotlight on Langham Hall’ series, we caught up with Owen Smith, a Fund Accountant based in our Guernsey office. In addition to his day-to-day responsibilities, Owen is currently working towards his ACCA qualification.

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Our Fund Accounting programme is designed to launch your career in the funds sector, with a focus on illiquid asset classes, such as private equity and real estate. Designed to provide our employees with the skills and expertise needed to make an impact – both within Langham Hall and across the wider industry.

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Q: What’s the best piece of advice you’ve received in your career so far?

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To consistently challenge myself by stretching my skill set and embracing any potential opportunities for professional and personal growth. I have come to learn that being successful in your career is 80% mindset – maintaining a positive and open attitude to learning is essential to develop new skills and effectively adapt throughout your career.

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Q: What is your professional background?

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With a strong analytical foundation from my Mathematics degree at the University of Exeter, I’ve brought fresh perspective to my nearly three years at Langham Hall Guernsey, I am now halfway through my ACCA qualification, and I have thoroughly enjoyed using my technical skills to increase the efficiency of our accounting processes and continuously enhance operational workflows.

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Q: What is your favourite part about your role?

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My favourite part of my role is the dynamic nature of the work which gives me the ability to see tangible growth every quarter. Knowing that I can spend time to reflect and improve on processes throughout the year boosts my confidence and keeps me engaged in my role. My favourite project involved enhancing our bookkeeping processes by introducing automation into a previously manual workflow. The result has saved the team countless hours and reflects the firm’s commitment to continuous improvement and innovation. Opportunity for innovation has always been a big driving force in my career and is a big focus for me going forward.

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Q: What advice would you give someone starting their career in the Private Funds sector?

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In such a complex and rapidly evolving industry, the best piece of advice I can give is to stay proactive in seeking diverse experiences. Getting exposure to different areas of the sector is key to building a comprehensive skill set that allows for greater adaptability. All the clients I have worked with over the past couple of years have had diverse needs and operating model and it has given me a wealth of knowledge that is extremely valuable in my career.

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In an increasingly sophisticated fund environment, institutional LPs have become more selective, often constrained by allocation limits or prioritising established managers. This has resulted in more first-time managers turning to deal-by-deal execution as a practical entry point into private markets. While the independent sponsor model is already well established in the US, it is now becoming more commonplace in the UK and Europe. There are an increasing number of LPs who are specifically looking to invest with independent sponsors as result of this trend.

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Against this backdrop, managers are seeking structures that combine flexibility, speed and robust investor protection. The Guernsey Protected Cell Company (PCC) offers a pragmatic solution, particularly for those executing strategies on a deal-by-deal basis or managing multiple investor cohorts under one platform.

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At Langham Hall, we have worked with managers across private equity, real estate and debt who are using PCCs to reduce cost and accelerate execution. Whilst most commonly adopted by UK and European sponsors, we are also seeing interest from US managers evaluating Guernsey as an alternative to Luxembourg for European deployment.

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What makes the Guernsey Protected Cell Company so attractive?

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A PCC is a single legal entity with segregated cells, each capable of holding distinct assets and liabilities. First implemented in Guernsey in 1997, the structure allows each cell to operate as a siloed investment vehicle, while the PCC as a whole benefits from a streamlined governance framework. For managers running multiple deals or strategies, this provides an ideal combination of efficiency and risk mitigation.

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Key benefits of the Guernsey Protected Cell Company

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1. Deal-by-deal flexibility with segregated liability – One of the most compelling features of the PCC is its ability to ring-fence assets and liabilities within individual cells. For private equity or real estate managers launching multiple transactions, this means investors can participate in specific deals without exposure to unrelated assets. If one cell faces difficulties, creditors have no recourse to other cells which provides crucial protection to investors. Additionally, it offers tailored investor access as different cells can be created for different investor groups or jurisdictions, allowing for bespoke offerings within a single legal entity.

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2. Cost and operational efficiencies – Setting up a standalone vehicle or structure for each transaction can be administratively burdensome and costly. A PCC can eliminate much of this overhead:

• ‍Single legal entity: Only one incorporation is needed, reducing legal and setup costs.‍
• Shared infrastructure: Fund administration, directors, and service providers can be appointed at the PCC level, driving economies of scale.‍
• Faster execution: Adding a new cell is quicker and simpler than establishing a new company, allowing managers to move swiftly on opportunities. Cells are established by resolution of the board of directors and no public filings are necessary.‍
• Structuring flexibility: Recent changes to the Companies Law mean non-cellular companies can be merged into a PCC (by creating a new cell) and existing cells can spin out of a PCC to become their own stand-alone company. Additionally, a PCC can be audited on a cell-by-cell basis permitting costs savings where an audit is not necessary on individual cells.

At Langham Hall, we’ve seen managers significantly reduce both setup timelines and ongoing operational costs by leveraging PCC structures.

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3. Regulatory advantages – Guernsey’s robust yet pragmatic regulatory framework makes the PCC an ideal choice. Key advantages include:

• ‍Pragmatic regulation: PCCs can be regulated as Private Investment Funds (PIF), including open-ended and closed-ended funds. Fund managers can launch new strategies or asset classes within a PCC by simply creating new cells i.e. without forming a new legal entity. Regulatory approvals for new cells can be achieved in as little as 24 hours.‍
• Distribution: Regulated PCCs can be marketed to international investors, including in UK/EU, via national private placement regimes which require only partial adherence to provisions of AIFMD – resulting in lower running costs and, consequently, higher investor returns.‍
• Alignment with international standards: Guernsey is a well-respected jurisdiction, recognised by the EU, UK, and key global regulators, ensuring investor confidence.‍
• Tax neutrality: The PCC’s tax-neutral status allows for efficient structuring, particularly for cross-border investments.‍

4. Investor-friendly structuring – Investors increasingly appreciate the transparency and simplicity of the PCC model. Each cell can have bespoke terms (e.g., fee structures, investment horizons), while still operating under a single umbrella. This makes it easier for managers to cater to different investor preferences and requirements without creating unnecessary complexity.

Real world applications of the Guernsey PCC

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From private equity to real estate and debt strategies, the PCC offers a flexible, risk-segregated platform for managers executing diverse investment theses. For example:

• Private equity and venture capital: A manager can launch multiple acquisition vehicles within one PCC, with each cell representing a distinct portfolio company.
• Real estate: Asset-specific cells allow for targeted investment in properties, with no cross-contamination between holdings.
• Debt funds: Managers can segregate different loan portfolios, mitigating risk while maintaining operational simplicity.

US fund managers considering European or offshore fund structures often weigh options between Guernsey and EU jurisdictions like Luxembourg. A Guernsey PCC structure under the PIF regime is an appealing option for managers to utilise as part of their European structuring as it offers a more cost effective and faster alternative to EU-based structures.

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The Guernsey PCC is more than just a structuring tool, it’s a strategic enabler for asset managers who value speed, cost efficiency, and investor protection.

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Andrew Tually, Partner, Carey Olsen (Guernsey) LLP said: “The Guernsey PCC is an incredibly popular option for sponsors looking to efficiently raise and deploy capital across a range of different scenarios, whether as a regulated fund platform or for unregulated “deal-by-deal” investing. The ring-fencing of assets and liabilities between the cells is protected by law, offering a rare combination of legal certainty and commercial flexibility.”

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For private equity, venture capital, real estate and debt managers, considering a deal-by-deal approach, the PCC offers a compelling blend of flexibility, security and operational ease, all within a well-regulated and reputable jurisdiction.