Going solo: Guernsey structures for single investor or single asset mandates

Guernsey has established itself as a sophisticated, stable jurisdiction for the structuring of alternative investment funds and bespoke vehicles. Among its suite of offerings, Guernsey permits the formation of unregulated structures specifically designed for single investors who wish to invest in a portfolio of assets and for multiple investors who wish to invest in a single asset – with both of these options usually falling outside the scope of regulatory supervision. In these cases, the Guernsey regime provides fund managers and investors with efficiency, flexibility and commercially pragmatic solutions.

Strategic use

The Guernsey regulator adopts a risk-based, proportionate approach. For fund managers, the key takeaway is that Guernsey does not impose regulatory obligations where the risks to investors or the jurisdiction's prominence as a leading financing centre are minimal.

Single investor structures, such as managed accounts, co-investment vehicles or private client structures, and single asset vehicles such as real estate or infrastructure holding companies can be typically used in the following contexts:

• Dedicated mandates for one investor: A fund manager may establish a structure to execute a tailor-made investment strategy for a specific institutional client or family office.
  
  
• Sidecar and co-investment or parallel vehicles: Managers may form a Guernsey vehicle to offer co-investment rights or opportunities alongside a main regulated fund, often for a single transaction, potentially jurisdictionally driven.
  
  
• Single asset structures: Particularly for real assets or direct private equity deals, it is common to establish a special purpose vehicle for the sole purpose of holding one asset, potentially with multiple investors. This may could be for a range of purposes, including offering investment exposure to investors who wouldn't ordinarily be able to access such opportunities alone.
  
  
• Seed structures: Early-stage investment ideas or strategic joint ventures may be structured without significant fundraising, often with just one strategic or cornerstone investor. For new and upcoming managers, the ability to create lightly regulated or unregulated vehicles for single investors or to invest in a single asset or opportunity allows them to respond quickly to investment opportunities, reduce time-to-market, and execute one off deals, all within a well-respected international finance centre.

In these scenarios, Guernsey’s framework enables managers to launch a vehicle that operates with minimal regulatory friction, keeping costs down, while still relying on a robust legal and fiduciary backbone.

Why are these structures often outside regulatory scope?

Those structures which have only a single investor or invest in a single asset are not considered to be collective investment schemes (funds) under Guernsey's regulatory laws and would not generally be subject to regulation.

Each structure should always be assessed on a case-by-case basis to establish whether regulation may be triggered.  

Furthermore, if a structure grows in complexity, and the fact pattern changes, it may then fall within the scope of regulation. 

Service providers are key

It is important to note that while the fund or vehicle may not be regulated under Guernsey's regulatory laws, Guernsey-licensed service providers including administrators, directors and custodians remain subject to legal and regulatory supervision. This ensures that the infrastructure supporting even private vehicles maintains professional standards and upholds adequate AML and CFT oversight and functions.

This approach instils confidence to fund managers and investors alike, without introducing regulatory burdens disproportionate to risk.

If you are interested in learning more, please reach out to one of our Investment Funds specialists.