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UK general partner
Your investment fund: the Luxembourg SCSp with a UK general partner
A flexible, unregulated Luxembourg fund for UK entrepreneurs, family offices and sponsors who want to invest alongside others while keeping control through their own UK company.
Why UK sponsors choose this structure
You keep control
Your UK company is the General Partner and takes the investment decisions.
Launch in days
An SCSp is formed by private deed, with no notary and no minimum capital.
Two jurisdictions, one contact
Luxembourg fund and UK General Partner handled together.
Want this set up for your project?
Tell us about it and receive a structuring proposal and a fee estimate.
The SCSp: a fund you can launch in days
A Luxembourg special limited partnership (société en commandite spéciale, SCSp) is the equivalent of the English limited partnership. It brings investors together around a project run by a manager, the general partner (GP). Because it is so simple to form, each project or investment can have its own fund, or its own compartment within one fund, while the same GP runs them all.
The general partner: you stay in control
The GP is the conductor of the SCSp. It takes the investment decisions, signs on behalf of the partnership and deals with investors, while the limited partners remain passive. For a UK sponsor, that role can sit in a UK limited company.
- Manages and represents the partnership and executes the investment strategy.
- Bears unlimited liability, which is why it receives a remuneration in return: typically a management fee (for example around 2% of assets under management) and carried interest, as set in the partnership agreement.
- Can run several funds or compartments, one per project, from the same company.
Two ways to put a UK company in the GP seat
| Option 1: a new UK limited company | Option 2: your existing UK company | |
|---|---|---|
| What it is | A dedicated UK Ltd is incorporated for the fund and appointed GP. | A UK company you already own, trading or investing, is appointed GP. |
| Why choose it | It ring-fences the GP's unlimited liability and keeps the fund apart from your operating business. | It is the quickest route, and suits a sponsor comfortable with the GP's unlimited liability sitting in that company. |
| Best for | A sponsor who wants a clean, dedicated GP. | An established company that wants to run an investment vehicle without creating a new entity. |
| Setup offer | Company creation, 12 months of domiciliation and bank account assistance, included in the one-off set-up fee. | Appointment of your company as GP, with the same domiciliation and bank assistance. |
How the structure fits together
The UK sponsor keeps control of strategy and investor relations. We settle with you before launch where the GP is managed, its regulatory status, and the UK tax position of the GP company and of each investor.
After the first year
Annual accounts, tax filings, approval of the accounts and, if needed, the voluntary dissolution of the UK GP company are quoted once we know the file: its history, its complexity and its parameters.
Why clients choose us
One point of contact
You deal with one person from the first call to the first accounts, instead of coordinating five advisers.
Fixed fees, agreed in advance
You know the cost before you start. No hourly surprises.
Licensed professionals
Regulated steps are carried out by the licensed professionals in our network.
English and French
We work with international investors and sponsors in both languages.
Clear pricing, from the first call
Indicative prices, then a fixed quote agreed in writing before you start.
SCSp with a UK General Partner
- SCSp agreement, registration and publication
- UK Ltd creation (or your existing UK company)
- 12 months of domiciliation and bank account assistance
Annual services
- Registered office in Luxembourg
- Accounting, annual accounts and tax filings
- General meeting, RCS, RESA and RBE compliance
- Registers and General Partner administration
Final fees depend on the structure, the General Partner route and the number of investors, and are fixed in a written quote. Larger funds are quoted on request. CSSF registration of the GP where required, audit and third-party costs are not included. Full fee details →
How it works
We talk
A free call on your objectives, investors, GP and jurisdictions.
We propose
Structure, GP route, timeline and fixed fees in writing.
We build
Agreement, signature, registration, registered office and bank introduction.
We run it
Accounting, filings, registers and ongoing compliance.
Request a proposal
Tell us about your project and we reply with a structuring proposal and a fee estimate.
Request a proposal