Breaking into Europe – A practical guide for Asian fund managers

24.10.2025

Autor

Florian Linz LL.M.

Florian Linz LL.M.

Head of Operations

substnz Capital Partners

Blogbeitrag

Breaking into Europe – A practical guide for Asian fund managers

Asian managers can reach Europe’s pensions, insurers, and institutional investors with the right structure, the right license, and disciplined preparation.

In autumn 2025, a Singapore real estate GP arrives in Frankfurt to pitch a €1.5 billion core+/value-add fund. The track record is strong; anchor interest in Asia is warm. The first German pension asks three questions: What is the EU vehicle? How are you licensed to market here? Is it real estate-quota compliant? In Germany, insurers and pension funds in particular, assess whether a fund qualifies under local allocation rules and look-through tests. Clear answers turn a meet-and-greet into diligence.

Fundraising in Europe is often complex and time-consuming. With the right partner, however, GPs can move efficiently from strategy to a fully compliant footprint, ensuring that investor conversations in Germany, the Netherlands, the Nordics, France, and Switzerland start on solid ground.

Every fundraising approach should start with the investor; and approaching them compliantly and professionally.

Europe offers deep pools of long-dated capital and rewards managers who arrive structured and licensed. For private equity, real estate, private credit, infrastructure, venture, and multi-asset strategies, the practical entry route is an Alternative Investment Fund (AIF) targeted at professional investors, typically launched through a fast-to market wrapper such as a Luxembourg RAIF or an Irish QIAIF. The operating stack, Alternative Investment Fund Manager (AIFM), administrator/transfer agent, depositary, auditor, and legal counsel, must be set in motion before serious outreach. Marketing then proceeds either through an AIFMD passport (where available) or country- by-country National Private Placement Regimes (NPPR), with the act of placement performed under MiFID II permissions, often through a licensed partner or liability umbrella (for example substnz Capital Partners). What follows is a plain-English roadmap to do this in approximately four months.

Europe’s fundraising landscape & investor expectations
European institutions run formal, document-led processes. Expect methodical due diligence on governance, valuation, and ESG. A pension in Denmark may ask for downside cases on two pipeline assets; a German insurer may examine depositary reporting and valuation policies; a Dutch institutional investor may probe fee offsets and key-person triggers. Arriving “IC-ready” makes a real difference: a coherent investment memo, reconciled track record tables (TVPI, DPI, IRR), and a well-structured data room containing a standard DDQ, together with ESG disclosures that reflect the stated ambition and, ideally, follow the guidelines of institutional bodies such as INREV. If the strategy intends Article 8 (“promotes environmental/social characteristics”) or Article 9 (“sustainable investment objective”) positioning, decide so early and align metrics, policies, and reporting.

Structuring choices: UCITS vs AIF, and picking a domicile
UCITS funds are designed for liquid, transferable securities and retail distribution; illiquid alternatives rarely fit those rules. AIFs are built for professional investors and for strategies such as real estate core+/value-add or infrastructure. For a fund targeting >€500 million with institutional tickets, a Luxembourg RAIF (or Ireland QIAIF) balances speed and governance. Decide the legal form early with counsel and advisors (e.g., partnership vs SICAV) because it shapes tax treatment and investor familiarity. Set valuation frequency and leverage policy to match the strategy; draft a consistent fee model so the deck, LPA/PPM, and side-letter approach tell the same story. For German insurers’ “real-estate quota,” confirm look-through eligibility and asset classification with counsel.

The operating stack: who does what, and why it matters
A third-party AIFM can accelerate first close by assuming portfolio/risk management oversight and, where the AIFM and AIF are both EU-based, enabling AIFMD passporting once notified. An administrator/transfer agent runs NAV and investor services, which European LPs view as a control environment rather than back office. A depositary provides safekeeping and cash monitoring. Auditors validate controls and financials; legal counsel harmonizes offering documents and country addenda. Many Asia-based teams start with a third-party AIFM and plan an in-house AIFM later as scale justifies the investment in people and systems.

Licensing & marketing routes: passport, NPPR, and liability umbrellas
Marketing to European professional investors is a regulated activity. If an EU AIFM manages an EU AIF, the manager may “passport” to other EU member states and then market to professional investors. Where non-EU elements exist, National Private Placement Regimes (NPPR) allow marketing on a country-by country basis with filings, fees, pre approval periods, and ongoing reporting that vary by member state. Regardless of the route, the physical act of placement is typically performed under MiFID II permissions. Asia-based sponsors often need to engage a licensed partner to market or operate under a liability umbrella as a tied agent of a MiFID firm, which supervises and assumes liability for the sponsor’s distribution team. Reverse solicitation should be treated as a narrow, evidentiary concept: useful when an investor genuinely initiates contact, but risky if relied upon as a distribution strategy. Institutional investors generally expect a professional, compliant setup.

Country nuance in brief: Germany expects formality and conservative use of reverse solicitation; the Nordics are pragmatic but documentation-heavy; both expect clear disclosure of risks, fees, and conflicts in local notices.

A realistic four-month timeline
Think in terms of workstreams rather than waiting periods and engage the right partners early to keep the process moving efficiently. In weeks 0–6, fix your fund domicile and legal form, run an RFP process (best via a European service provider) and start drafting LPA/PPM and policies. Weeks 7–11 bring final contract negotiations and provider onboarding, including KYC/AML that is often stricter than in Asia. In weeks 12–16, you should finalize the draft PPM and marketing disclosures. Your AIFM will file the pre-marketing notifications during this time. No fund incorporation is required at this stage. Engage local counsel as early as possible to align the (draft) PPM and country addenda; this is a prerequisite for pre-marketing and formal marketing in many jurisdictions.

Outreach that lands meetings
European institutions value clarity over storytelling. For a real estate core+/ value-add fund, pair three concise case studies (acquisition thesis, underwriting, downside case, exit) with a pipeline map that respects local competition. Calibrate ticket sizes (e.g., €50–€100 million per LP) and explain how commitments scale deployment. A short “country notes” appendix demonstrating familiarity with Germany, the Netherlands, the Nordics, France, and Switzerland signals readiness.

“In Europe, structure and license open the door; preparation earns the allocation.”

Conclusion:
For Asia-based managers, Europe’s institutional capital is within reach, but not without structure, licensing, and preparation. A disciplined setup over 16 weeks turns casual interest into allocation-ready engagement.

 

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