Generally speaking, it refers to private trust securities funds, which mainly invest in the secondary securities market, and are different from PE (private equity) which focuses on the primary equity market in terms of investment objects.
Sunshine Private Equity Fund is characterized by being issued by trust companies, registered by regulatory agencies, managed by third-party banks, and investing in the stock market with regular performance reports. Compared with general (so-called "gray") private equity funds, Sunshine private equity funds are mainly standardized and transparent, because the issuance through the trust company platform can ensure the safety of private equity subscribers' funds. Corresponding to the characteristics of Sunshine Private Equity Fund is Public Offering of Fund.
At present, China Sunshine issues shares through trust, which is really helpless. As we all know, trust is supervised by China Banking Regulatory Commission, a securities investment expert, which makes too many people wonder. For Sunshine Private Equity, the trust company only provides the legal identity of a product. As for customer development, Sunshine Private Equity should solve its own services. Of course, the revision of the Fund Law this year may solve the problem of the legal identity subject of private equity companies, that is, setting up corporate funds in the form of partnerships. If so, then the first year of private placement in China will really come!
Trust private equity funds generally exist in two forms: "structural" and "developmental".
The characteristics of Sunshine Private Equity Fund generally only refer to private equity funds issued in an "open" way. The so-called openness means that fund subscribers need to bear all investment risks and enjoy most of the investment income, while private equity companies do not promise the income. The profit model of private fund management companies is generally about 2% of the total fund management fee, and 20% of the investment profit is used as commission income, which is also commonly known as the "2-20" charging model (2% management fee +20% profit commission). This 2-20 charging model is a popular charging model for private equity funds in the world. The famous Soros Fund, Tiger Fund and Huili Fund in Hong Kong all adopt this charging model.
Organizational Form of Sunshine Private Equity in China
At present, the organizational forms of Sunshine Private Equity in China mainly include limited partnership system, trust system and company system:
1, limited partnership
Limited partnership is the main organizational form of American private equity funds.
On June 1 day, 2007, China's "Partnership Enterprise Law" was formally implemented, and a number of limited partnership equity investment enterprises such as Qingdao Hao were established one after another.
2. Trust system
Equity investment through trust plan is also a typical form of sunshine private equity investment.
3. Enterprise Private Equity Fund
The corporate private equity fund has a complete corporate structure and its operation is more formal and standardized. At present, it is convenient to set up private equity funds (such as "certain investment company") in China. Semi-open private equity funds can also operate conveniently in a flexible way, and their investment strategies can be more flexible without strict approval and supervision. For example:
(1) Establish an "investment company", and its business scope includes securities investment;
(2) The number of shareholders of the "investment company" should be small, and the investment amount should be relatively large, which not only ensures the nature of private placement, but also has a large scale of funds;
(3) The funds of the "investment company" are managed by the fund manager. According to international practice, managers charge fund management fees and interest incentive fees to enter the operating costs of "investment companies";
(4) The registered capital of the "investment company" is re-registered once a year at a specific time, and nominal capital increase and share expansion or capital reduction and share reduction are carried out. If necessary, investors can redeem their capital contribution at a specific time every year, and at other times, investors can transfer their shares by agreement or trade in the OTC market. "Investment company" is essentially a private equity fund of enterprises, which can be raised at any time, but only redeemed once a year.
However, corporate private equity funds have a disadvantage, that is, there is repeated taxation. Methods to overcome the shortcomings are:
(1) registered private equity funds in tax havens such as Cayman and Bermuda;
(2) Register the enterprise private equity fund as a high-tech enterprise (which can enjoy many preferential treatments) and register it in a place with relatively favorable tax;
(3) Backdoor, that is, in the establishment and operation of the fund, joint or acquisition of an enterprise (preferably a non-listed company) that can enjoy tax incentives, and take this as a carrier.