A London-based multi-family office urgently needed to establish a new fund to participate in a refinancing transaction. The fund was structured as a self-managed alternative investment fund (“AIF”) and registered as a self-managed alternative investment fund manager (“AIFM”). This structure avoided the need for additional AIFMD authorisations by the family office in the United Kingdom, saving time and costs, while allowing the family office to act under its existing regulatory permissions. The Gibraltar solution was presented to the parties, finalised, approved, and established within one week.

The client, regulated by the Financial Conduct Authority (“FCA”), faced a pressing challenge: one of its clients had entered administration, and a rapid refinancing solution was required to resolve the situation. The family office lacked AIFM authorisation, and seeking approval from the FCA would have been too time consuming. To act without regulatory downtime, AZJ Legal advised leveraging Gibraltar’s flexible fund regime.

We structured a Gibraltar fund to receive a senior secured loan as an in-specie subscription, a key part in the refinancing negotiations. The fund was set up as a self-managed AIF with a Gibraltar-based board of directors. As a point of interest, Gibraltar’s Experienced Investor Fund (“EIF”) regime operates under a unique ‘dual regime’. This allows an EIF that is registered as a self-managed AIFM to continue operating without automatically becoming a full-scope AIFM when its assets under management exceed the AIFMD thresholds. Instead, the fund can elect to opt out of the full-scope AIFMD provisions altogether, preserving regulatory flexibility and avoiding the additional compliance burden and costs associated with full AIFM authorisation.

AZJ Legal prepared explanatory materials, presented the structure to the family office and its client, and guided the negotiations through to completion. Within a week, the Gibraltar Self-Managed Small AIFM was operational, with the family office continuing as investment advisor to the fund under its existing FCA permissions.

The outcome was transformative: the refinancing succeeded, administration proceedings ended, and the family office demonstrated its ability to deliver swift, credible solutions under pressure. The family office strengthened its relationship with its client, no additional AIFMD authorisations were required in the UK, and the entire process was completed in rapid time.