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Offshore SPVs

Form an offshore SPV in the right jurisdiction

BVI for most single-deal vehicles. Cayman when institutional LPs expect it. ADGM when your investors are in the Gulf. Allocations helps you choose, then forms, banks, onboards and administers the vehicle on one stack. 0% platform carry.

$5B+
Assets transacted
40,000+
Clients
1,800+
Private funds
60+
Years of experience

Formation, banking, investor onboarding and administration for SPVs and funds on one platform.

Jurisdictions

Which jurisdiction fits your deal

What each structure is, who usually asks for it, and what it requires after formation. General information, not legal or tax advice.

BVI

British Virgin Islands
Recommended
Entity
BVI Business Company, formed through a licensed registered agent
Regulator
BVI Financial Services Commission
Typical use
Single-deal SPVs, holding vehicles, digital-asset vehicles
LP fit
Non-US LPs across Asia, MENA, Europe and Latin America, and US GPs raising from them
After formation
Registered agent and annual government fees. Annual economic substance filing. No statutory audit for an unregulated holding company.
Best for
Syndicate leads, digital-asset managers and family offices who want a tax-neutral vehicle with light ongoing reporting

Cayman

Cayman Islands
Entity
Exempted Company or Exempted Limited Partnership
Regulator
Cayman Islands Monetary Authority (CIMA)
Typical use
Feeder vehicles alongside a Delaware fund, institutional SPVs, master-feeder structures
LP fit
Institutional and larger-ticket LPs who already hold Cayman paper
After formation
Registered office and annual fees. CIMA registration and an annual audit may apply under the Private Funds Act, depending on structure. Annual economic substance filing.
Best for
Managers whose LPs expect Cayman, or who plan to add a feeder to an existing fund

ADGM

Abu Dhabi Global Market
Entity
ADGM Special Purpose Vehicle, a passive holding company under the ADGM Companies Regulations
Regulator
ADGM Registration Authority
Typical use
Holding companies, family office vehicles, co-investment vehicles for regional LPs
LP fit
Investors and managers based in the UAE and the wider Gulf
After formation
Registered office through an ADGM company service provider. Annual return and accounts filing. English common law applies directly.
Best for
Family offices and holdcos with a Gulf investor base who want a common law vehicle inside the UAE

Jurisdiction requirements change. Confirm the structure with your counsel before forming.

Onshore or offshore

When Delaware is enough, and when it is not

Most US deals with US LPs belong in Delaware. An offshore vehicle earns its place when your investors, your asset or your own location sit outside the US.

Onshore

Delaware SPV

Use it when
Your LPs are US persons and the deal is a US company
Your LPs and their counsel already know Delaware paper
Investors expect US partnership tax reporting, including K-1s
You want the standard SPV plans with published flat fees
Offshore

BVI SPV

Use it when
You are a US GP raising from non-US LPs who prefer a non-US vehicle
Your LPs or your firm are based in India, MENA, APAC or Europe
The asset is digital or token-based and your counsel wants an offshore holder
A family office or holdco needs a tax-neutral vehicle with light ongoing reporting
Institutional LPs ask for Cayman, or Gulf investors ask for ADGM, and you want one provider for all of it

Both can run at once. A Delaware vehicle for US LPs and a BVI vehicle for non-US LPs sit side by side on the same dashboard. General information, not legal or tax advice.

How it works

From jurisdiction to close

  1. 01

    Choose the jurisdiction

    Tell us your LP base, asset and location. We recommend BVI, Cayman or ADGM.

  2. 02

    Entity formation

    Company formed through a registered agent in the chosen jurisdiction.

  3. 03

    Bank account

    A dedicated account opened for the vehicle.

  4. 04

    Legal templates

    Offering documents ready for your counsel to review.

  5. 05

    Onboard investors

    Subscriptions, KYC/AML and wire instructions in one flow.

  6. 06

    Close and wire

    Close the round and wire to the company. Cap table and distributions run from the dashboard after close.

Administration continues after close. Cap table, distributions and investor updates run from the same dashboard as your Delaware vehicles.

Talk through your structure before you form it

Book a demo. We walk through your LP base, asset and timeline, recommend BVI, Cayman or ADGM, and show the dashboard your investors will use.

General product information, not legal or tax advice. Jurisdiction details subject to confirmation with counsel.

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