Set up an excluded investment fund

Pool capital privately without the cost and complexity of a registered managed investment scheme.

You want to pool investment capital with a small group of investors, but a fully registered managed investment scheme is disproportionately expensive and complex. We will help you structure an excluded investment fund that achieves your goals and stays within the law.

What is an excluded investment fund and who does it suit?

An excluded investment fund is a managed investment scheme that qualifies for an exemption from registration requirements under the Corporations Act 2001 (Cth). It is designed for small, private investor groups with 20 or fewer members who want to pool capital without the ongoing compliance obligations that apply to publicly offered investment schemes.

What is an excluded investment fund?

An excluded investment fund is a private investment vehicle that does not need to be registered with ASIC as a managed investment scheme. This exemption is available to small private investor groups that meet certain conditions, typically those with 20 or fewer members who are not accepting funds from retail investors.

Who is an excluded investment fund suitable for?

An excluded investment fund suits small groups of sophisticated investors, such as family investment vehicles, private investor syndicates, or closely held business partnerships. It is not appropriate for funds that plan to grow beyond the exemption thresholds or promote themselves to the general public.

What ongoing obligations apply once the fund is established?

While an excluded fund does not need to be registered with ASIC, it must still meet general corporate compliance obligations including maintaining proper financial records and reporting to members. We will advise you on the specific requirements that apply to your structure.

What legal documents do I need to establish an excluded investment fund?

A well-structured excluded investment fund typically requires a fund constitution or trust deed, a member investment agreement, and where appropriate an information memorandum. We will draft all the documents you need and ensure the structure is correctly established from day one.

Pool private capital without triggering managed investment scheme registration.

Reduce compliance costs with a structure designed for small investor groups.

Launch with confidence, knowing your fund is legally sound from day one.

Not sure if your structure qualifies as an excluded fund?

Before we get started, let us assess your proposed investment structure and confirm whether it meets the exclusion requirements. Book a no-obligation consultation today.

Don't let disproportionate compliance costs stand between you and your investment goals.

Setting up a registered managed investment scheme means significant upfront costs, ongoing ASIC compliance obligations, and strict disclosure requirements. For a small private investor group, the regulatory burden is disproportionate to the size and nature of the fund.

We will assess your proposed structure and confirm whether it qualifies for an exemption from managed investment scheme registration.
We will draft the fund constitution, member agreements, and all other legal documents required to establish the fund.
We will advise you on the ongoing compliance obligations specific to your excluded fund structure.

You have the right investors ready. Don't let compliance complexity slow you down.

You have assembled a group of like-minded investors and identified the opportunity. What you do not want is to spend months and significant capital navigating managed investment scheme registration when your group is small, private, and well within the exclusion thresholds.

What's included in your excluded investment fund service

Assessment of your proposed structure against the applicable exemption requirements.
Drafting of the fund constitution or trust deed.
Member investment agreement.
Information memorandum where required.
Advice on ongoing compliance obligations.

Getting the structure wrong now can be costly and complex to fix later.

If your fund inadvertently triggers managed investment scheme registration requirements without being registered, you face potential penalties under the Corporations Act and the risk of the fund being wound up. Structuring the fund correctly from the outset protects all members and keeps your investment plans on track.

Here is how we put your investment fund on solid legal ground.

We will assess your proposed structure, confirm it meets the exclusion criteria, and draft all the legal documents you need. Once the fund is established, you will have a clear, compliant structure and a document set that protects all members and sets clear expectations for how the fund will operate.

Your path to a properly structured investment fund

Follow these three steps to establish your excluded investment fund.

Talk to us

Speak with one of our experienced commercial lawyers. We will assess your proposed investment structure and confirm whether it qualifies for the exemption.

Structure your fund

We will advise on the optimal fund structure and draft all required legal documents, including the fund constitution, investment agreement, and member agreements.

Launch with confidence

With your documents in place and your structure confirmed, you can launch your fund knowing it is legally sound and correctly established from day one.

Experienced commercial lawyers with deep expertise in investment structures and compliance.

We understand that the last thing you want when your investors are ready to commit is to be slowed down by regulatory complexity. We have helped numerous private investor groups establish properly structured investment funds, from family vehicles to closely held syndicates. Our team has deep expertise in Corporations Act compliance and investment structuring, and we will make the process as straightforward as possible.

We understand you want to know the cost, before we get started.

We will map out our process, from beginning to end, so you know what the journey will look like before you get started.

We will provide you with a clear and detailed Work Proposal covering each step along the way.

Our fair fees are all-inclusive. No hidden costs for telephone calls, emails, photocopying, couriers, or coffee.

Our great lawyer guarantee

We want to be part of your team over the long term. We achieve this by adhering to these core principles:

Take the time

We listen carefully to understand what you want to achieve. Then we thoroughly explain our advice and step you through the documents. You can be sure you know the full consequences.

Share our knowledge

We will pass on as much knowledge as we can, so you can make your own informed decisions. We want to make you truly independent.

Stick to our knitting

We only do what we're good at. You can be confident that we know what we're doing and don't pass on the cost of our learning.

Work as one team

Someone will always be available to answer your questions, or point you in the right direction. You will also benefit from a range of perspectives and experience.

Fair pricing

For advice and documents, we provide a fixed or capped quote so you don't take price risk. If you're in a dispute, we map out the process and costs so you know what to expect.

It's your show

We're not in this for our egos. We're in it for a front row seat to witness your success.

Ready to set up your investment fund the right way?

Speak with one of our experienced lawyers today. We will assess your structure, confirm it meets the exclusion criteria, and handle all the legal documentation.

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