Set up an investment fund in the Netherlands
From vehicle choice to first close in 12–20 weeks
Setting up a Dutch investment fund means picking the right vehicle, CV, FGR, Cooperative or VBI, clearing the AIFMD scoping question, and standing up the operating model. Caproom does the legal drafting and the administration on one platform.
What every first-time fund manager hits
- Vehicle confusion: CV vs FGR vs BV vs Cooperative vs VBI, each has different tax, AIFMD and LP-appeal trade-offs.
- AIFMD scoping: sub-threshold registration (light) vs full licence, and what each actually requires from the AFM.
- Operating-model gap: forming the fund is week 1; running capital calls, NAV, side letters and reporting is the next ten years.
How Caproom shortens it
Vehicle decision matrix
Match your strategy, LP base and target size to the right Dutch vehicle in one call.
AIFMD triage
Sub-threshold registration vs full AIFMD licence, with realistic AFM timelines.
Drafting in-house
LPA, side letters, subscription pack, POAs and depositary agreement, all from one term sheet.
Day-1 operations
The same term sheet drives fees, waterfall, capital calls, NAV and AIFMD Annex IV from first close.
Setting up an investment fund, FAQ
What does it cost to set up an investment fund in the Netherlands?
It depends on the vehicle, the number of LP classes and whether the manager is sub-threshold or licensed: notary, AFM filing, depositary onboarding and first-year administration are the main line items. We scope the full picture per fund on the first call, and platform pricing is set out on the pricing page.
How long from term sheet to first close?
12–20 weeks is typical: 4–6 weeks of structuring and drafting, 6–8 weeks of AFM registration (sub-threshold) or licensing (full AIFMD) in parallel, and 2–4 weeks of LP onboarding, KYC and depositary readiness.
Do I need a Dutch AIFM licence to manage a Dutch fund?
Below €100m leveraged or €500m unleveraged, you can run the fund under sub-threshold AFM registration, a much lighter regime. Above the thresholds, or when you want EU marketing passporting, you need a full AIFMD licence.
Do I need to be in the Netherlands to manage a Dutch AIF?
The AIFM (the manager entity) must have its registered office in the Netherlands and meet AFM substance requirements: at least two day-to-day senior managers and key functions performed locally. The fund itself can be marketed across the EU under the AIFMD passport.
Plan your Dutch fund launch
From term sheet to first close on one platform, book a 30-minute call with a former fund formation lawyer, not a sales rep.