Investment Funds

Fangda has an unrivaled understanding of the private fund market in and involving China. We have lawyers with exceptional skills in investment funds, combined with a wealth of local experience. This combined experience enables us to help clients put into practice bespoke effective strategies.

We are a pioneer in structuring, negotiating and documenting Renminbi-denominated private equity funds, known as “RMB Funds”. We have helped clients develop much of the fund technology that is now considered the RMB fund industry standard. We have created a proprietary database that searches economic and legal terms included in hundreds of the funds that we have worked on – providing clients with fast, efficient and credible information and guidance.

We represent the full range of private investment firms, from first-time funds and independent boutiques to global fund managers (and their spun-off teams), and from multi-strategy alternative asset firms to large financial institutions. We also represent an array of leading institutional investors including sovereign wealth funds, state-owned enterprises (“SOEs”), family offices, government-sponsored funds of funds (“FoFs”), insurance companies and other participants in private funds.

We have extensive experience in structuring, negotiating and documenting a broad range of the investment fund products and vehicles, including private equity funds, venture capital funds, corporate venture capital, credit funds, mezzanine funds, hedge funds, real estate funds, FoFs, secondary funds and managed accounts, in both RMB and US Dollar fund contexts. We counsel clients across the entire life cycle of these complex products and vehicles – covering organization and economic arrangements for sponsors, downstream transactions, exits, firm and fund restructurings, buy-side work, secondaries and wind-downs. We provide clients with all the support they need in their investment funds transactions.


  • Investment Funds (PRC Firms) - Band 1
    Chambers Greater China, 2022-2023
  • Investment Funds (PRC Firms) - Band 1
    Chambers Asia-Pacific, 2012–2021
  • Investment funds (PRC Firms) – Tier 1
    The Legal 500 Asia Pacific, 2019-2023
  • Investment Funds Firm of the Year
    Asialaw Asia-Pacific Legal Practice Awards, 2017
  • Investment Funds (Outstanding)
    Asialaw Profiles, 2018-2023
  • Investment Funds – China - Tier 1
    IFLR 1000, 2014, 2017–2023
  • Investment Funds – China (Active)
    IFLR 1000, 2015, 2016
  • Investment Fund Firm of the Year - China
    China Law and Practice, 2018 and 2022
  • Firm of the Year – Alternative Investment Funds
    Asian-Mena Counsel, 2014
  • Investment Funds and Private Equity PRC Law Firm of the Year
    Chambers China Awards, 2013
  • The Asian Law Firm of the Year (Investment Funds) nomination (the only PRC firm among the four nominees)
    Private Equity International, 2011

"Our investment fund team is led by partner Richard Guo, acclaimed by Chambers as "one of the pioneering practitioners in fund formation in China" and a "go-to person" and "the most knowledgeable lawyer in this field."

"As one of the earliest entrants into the fund formation market, this robust practice has a tremendous depth of expertise. The lawyers in the team have significant international exposure and solid domestic know-how, and combine this experience to provide sophisticated advice."

"This top-notch practice in the fund formation and investment sphere, acting on a wide spectrum of work for private equity funds, parallel funds, mezzanine funds and special funds."

Chambers Asia-Pacific

Notable Matters

Investment Funds

  • Formation of the first RMB-denominated private equity fund by Blackstone in China.
  • Successful completion of the AMAC registration of Bridgewater’s WFOE private fund manager (“PFM”) and formation of its first RMB-denominated “all-weather” hedge fund.
  • Formation of the first and second RMB-denominated private equity funds by Carlyle in China.
  • Formation of the first RMB Fund and a Qualified Foreign Limited Partnership (“QFLP”) Fund by Goldman Sachs in China.
  • Formation of a RMB-denominated FoF and a QFLP fund in China by P. Morgan and BSCOMC as co-sponsors.
  • Procurement of RMB Qualified Foreign Institutional Investor (“RQFII”) qualification and formation of a RQFII Fund by KKR.
  • Formation of the first and second RMB-denominated private equity funds by Morgan Stanley in China.
  • Formation of the first QFLP fund by TPG in Shanghai and a RMB-denominated parallel fund structure in Chongqing and Shanghai.
  • Formation of a QFLP fund targeting investment opportunities in long-term rental apartment field by Warburg Pincus and an SOE co-sponsor.
  • Formation of the first, second and third RMB-denominated private equity funds by Boyu Capital.
  • Formation of a logistics and warehousing fund by Cainiao, the first RMB-denominated “core” fund in China.
  • Formation of the first and second RMB-denominated private equity funds and various co-investment funds by CITIC Capital.
  • Formation of the first and second RMB-denominated private equity funds by Hony Capital and various industry-specific or project-specific investment funds.
  • Formation of a series of co-investment funds by Hopu Investmentin connection with the acquisition of Global Logistics Properties Limited. The deal is one of the largest-ever private equity buyouts of an Asian company.
  • Formation of the first, second and third RMB-denominated private equity funds and various single-project funds and co-investment funds by Primavera Capital.
  • Advised the Blackstone Group on its acquisition of a passive minority stake in PAG, a leading Asia-focused alternative investment firm, via its GP-stake fund (Strategic Capital Holdings Fund).
  • Advised on the PRC legal and regulatory matters in connection with the merger of Brookfield Asset Management Inc. and Oaktree Capital Group, LLC, creating the largest publicly traded alternative investment manager.
  • Represented China Cheng Tong Holdings Group Ltd. on the structuring and formation of a state-level private equity fund focusing on SOE restructuring opportunities, with a target size of RMB200 billion and the commitment (as of the first closing) of RMB70.7 billion, making it one of the largest funds in the market by fund size.
  • Advised Oaktree on structuring and establishing a QDLP fund manager and a QDLP fund in Beijing, making it the first international fund manager approved under the newly promulgated Beijing QDLP program.
  • Represented Power Corporation of Canada on establishing a WFOE manager and securing a PFM license from AMAC, making it the first to complete a PFM registration in accordance with the new AMAC regulation promulgated in February 2020.
  • Represented GGV Capital, a global venture capital firm, on the closing of RMB3 billion in total capital commitments for its second RMB flagship fund.
  • Represented Buhuo Venture Capital, a Beijing-based venture capital firm, in connection with a GP-led restructuring involving the portfolios of an existing RMB fund and a newly formed USD fund with leading international FOF investors. With a deal value of US$100 million, this is one of the first yuan-to-dollar GP-led restructuring deals in the market.