Private Equity and Venture Capital in Brazil - BVCA admin

FIP/Offshore Fund Structure
• Delaware LLCs not tax haven investors
• Investor representations about 40% limit
• Multiple parallel funds typically utilized
– Fund documents contain numerous provisions to
ensure compliance with 40% limit
– Default, excuse and withdrawals raise potential issues
• Reallocation of investments for subsequent closings
– Sales of FIP shares between LLCs triggers IOF
– Could sell interests in LLCs across funds
– Could also be addressed by allocating commitments
across parallel funds to maintain ownership
percentages
23539783