CIR 12A.1 Guidance
1. Article 16(2) of the Law provides that a
Domestic Fund may be constituted as a Qualified Investor Fund only if it satisfies all of the conditions in Article 16(5). Article 16(5) provides that a Qualified Investor Fund must:
a. have its
Units offered to persons only by way of Private Placement;
b. have only
Unitholders each of whom meets the criteria to be classified as a Professional Client; and
c. have an initial subscription to be paid by a person to become a
Unitholder in the Fund of at least US$500,000.
2. The definition of "Professional Client" is set out in Rule 1.3.1.
3. Generally a firm will not be able to undertake mass marketing activities relating to
Units of Qualified Investor Funds because such marketing would not meet the Private Placement requirement, and would be likely to amount to a public offer, which can only be made in respect of a Unit of a Public Fund.