Fund structure · Defined Term
Exempted Limited Partnership.
The Cayman ELP is the market-standard vehicle for closed-ended venture-capital and private-equity funds — the partnership LPs expect to see when they commit capital.
How it is structured
- General partner (GP) — manages the fund and bears unlimited liability; usually itself a Cayman or ADGM/DIFC company.
- Limited partners (LPs) — the investors; liability limited to their commitment.
- No separate legal personality — it acts through its GP.
- Tax-neutral in Cayman; income flows through to partners.
When an ELP is used
Almost every Cayman VC and PE fund is an ELP, because the partnership form matches how institutional investors model carry, drawdowns and distributions. A fund using an ELP is typically registered with CIMA as a private fund, with audited accounts and an AML framework.