Discover how we helped a mid-sized asset manager design and launch a new institutional investment fund under tight timelines. Expert support on selecting the optimal fund structure, minimising withholding tax leakages, securing advance tax rulings, and meeting investor requirements.
A mid-sized asset manager set out to launch a new investment fund targeted at institutional investors such as pension funds and insurance companies. While the firm had extensive experience in asset management, it lacked the in-depth tax expertise required to select a legal fund structure that would be both attractive to investors and efficient from a tax perspective.
The key priority was to design a structure without unnecessary tax leakages while ensuring compliance with regulatory requirements and meeting investor expectations. Time pressure added to the challenge: the fund had to be operational within just a few months.
During our initial discussions, several critical questions emerged. Should the fund be structured as a Dutch fund for joint account (FGR), a limited partnership, or a cooperative? How could withholding taxes on dividends and interest be minimized? Would it be possible to seek upfront certainty by means of an advance tax ruling?
As tax advisors, we were involved from the design phase onwards. Our focus was on a pragmatic, step-by-step approach: translating complex Dutch tax rules into clear options and concrete choices. This enabled the client to launch the fund on time with a future-proof, tax-efficient fund structure that appealed to institutional investors.
Selecting the most tax-efficient fund structure.
Identifying and addressing potential tax leakages to maximise investor returns.
Seeking advance tax rulings to provide clarity and assurance to investors.
The Process
Investor & Investment Analysis – Mapping the investor base and their tax positions & identifying investment characteristics (equity, debt instruments, etc.).
Structure Comparison & International Review – Evaluating potential Dutch fund entities (FGR, CV and cooperative); recommending the best option and assessing treaty access and Dutch withholding tax risks.
Stakeholder Alignment – Coordinating with legal advisors on fund documentation and negotiating advance tax ruling with the Dutch tax authorities.
Implementation & Outcome – Drafting tax section for prospectus and investor materials and successful launch of a tax-efficient fund tailored to European institutional investors.
A large private investor with an extensive Dutch real estate portfolio was presented with the opportunity to demolish a leased property and develop a mixed-use project at this location, comprising residential units (apartments), offices, commercial spaces, and a hotel/restaurant.
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