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ARTICLE · 30 APRIL 2024

Talking. Secondaries. Part 10: Is A Continuation Vehicle An AIF?

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Continuation vehicles are typically structured as limited partnerships, with the investors (both rolling and new) constituting limited partners in the vehicle and the GP acting as manager of the vehicle.

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Continuation vehicles are typically structured as limited partnerships, with the investors (both rolling and new) constituting limited partners in the vehicle and the GP acting as manager of the vehicle. From a regulatory perspective, this continuation vehicle will typically fall within one of two regulatory categories: an alternative investment fund ("AIF") or a non-AIF collective investment scheme ("CIS").

The AIF vs. non-AIF CIS distinction can have significant implications in terms of market access, lead times, cost, compliance burden and, in some cases, compliance uplift. The regulatory analysis applying to the continuation vehicle can therefore often be a critical early step in any CV process.

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