The Investment Services Act (Special Limited Partnership Funds) Regulations (the “Regulations”) introduced a new structure for investment funds in Malta, a limited partnership without a separate legal personality, a significant addition to the fund structuring solutions available in Malta. Here is a closer look at the structure and key features of Special Limited Partnership Funds.
On 12 February 2025, the Malta Financial Services Authority (“MFSA”) launched the new framework for collective investment schemes (CISs) structured as Limited Partnerships without separate legal personality. The SLPF framework aims to bridge the gap in the local regulatory framework, in particular in terms of offering a flexible fund vehicle to the private equity space.
A SLPF is formed through a partnership agreement (either a public deed or private writing) between at least one general partner (“GP”) and one or more limited partners (“LPs”). Upon creation, the partnership agreement must be registered with the MFSA and the framework will solely be available to non-retail CISs aimed at qualifying and/or professional investors. The SLPF structure may be adopted by Professional Investor Funds, Notified Professional Investor Funds, Alternative Investment Funds, and Notified Alternative Investment Funds.
This new framework enhances Malta’s competitiveness as a fund domicile, providing investors and fund managers with a flexible, tax-efficient structure. With clear guidelines for efficient formation, registration, and ongoing compliance, the SLPF framework offers an appealing new opportunity, in particular for private equity funds.