How to Set Up an Offshore Crypto Fund

Offshore July 18, 2025

Introduction
As investor demand for digital assets grows, many fund managers and crypto-native founders are launching offshore crypto funds to pool capital and deploy strategies globally. Offshore jurisdictions offer regulatory flexibility, tax advantages, and access to international investors. However, setting up a crypto fund requires careful planning around legal structure, compliance, and cross-border tax considerations. This article outlines the key steps and requirements to launch an offshore crypto fund successfully in 2025.

 

Why Launch Offshore Instead of Onshore?
Crypto funds often choose offshore setups for several reasons:
Tax neutrality for both the fund and its non-resident investors
Access to global capital without domestic fundraising restrictions
Regulatory flexibility to trade tokens, DeFi, and derivatives
Lower operational costs compared to U.S. or EU-based fund structures
Greater privacy and asset protection in some jurisdictions
Common fund strategies include market-making, arbitrage, long/short positions, staking, yield farming, or venture-style token investing.

 

Top Jurisdictions for Offshore Crypto Funds in 2025
Cayman Islands
Most popular for hedge and venture crypto funds
No corporate or capital gains tax
Regulatory exemptions available under the Mutual Funds Act
Preferred for funds with non-U.S., non-Cayman investors
British Virgin Islands (BVI)
Cost-effective alternative to Cayman
Suitable for small-to-mid-sized funds with fewer compliance burdens
Recognized legal framework for professional and private funds
Must register under the Securities and Investment Business Act (SIBA)
Bermuda
Clear digital asset legislation under the Digital Asset Business Act (DABA)
Well-suited for tokenized funds or funds investing in tokenized securities
Higher regulatory compliance but strong institutional credibility
Luxembourg or Liechtenstein (for EU-aligned funds)
For targeting European LPs with compliance under AIFMD
Higher operational cost and stricter rules
Allows regulated crypto fund structures with passporting options

 

Steps to Set Up an Offshore Crypto Fund
Choose the Right Fund Structure
Exempted Company or Segregated Portfolio Company (SPC) for Cayman
Professional Fund or Private Fund for BVI
Include a fund manager, general partner (GP), and optionally, a fund administrator
Draft Offering Documents
Private Placement Memorandum (PPM): Includes investment strategy, risk disclosures, fees
Subscription Agreements: Outlines terms for investor contributions
Articles of Association or Limited Partnership Agreement for governance
Engage Licensed Service Providers
Fund administrator
Legal counsel familiar with crypto funds
Auditor (especially if marketing to institutions)
Custodian and compliance service for AML/KYC
Establish Banking and Custody Relationships
Secure relationships with crypto-friendly banks and custodians
Consider multi-signature wallets, institutional custodians, and stablecoin accounts
Obtain Regulatory Approvals (if required)
Depending on fund size and investor type, registration or licensing may be required
Stay within legal exemptions or file under relevant fund regimes
Launch and Fundraise
Begin onboarding LPs (limited partners)
Ensure investor eligibility, especially for U.S. accredited or offshore non-U.S. individuals
Set up reporting cadence for NAV, performance, and compliance

 

Tax and Reporting Considerations
No tax at fund level in most offshore jurisdictions
Investors taxed in their home jurisdictions — reporting obligations vary by country
U.S. founders and investors may face reporting under PFIC, Form 8865, or Form 5471
Strong recordkeeping is essential to support transparency and avoid classification as a “foreign corporation” with adverse tax consequences
FATCA and CRS compliance is typically handled by the administrator
 

Common Mistakes to Avoid
Using an offshore fund to hide investor identity — raises legal and reputational risks
Failing to comply with U.S. SEC rules when marketing to U.S. investors
Using generic documents that don’t reflect crypto-specific strategies or risks
Skipping professional fund administration — leads to valuation or audit issues
Neglecting tax reporting obligations in both fund and investor jurisdictions

 

Conclusion
Setting up an offshore crypto fund offers powerful benefits for tax efficiency, global fundraising, and strategy flexibility — but only when done properly. Legal structure, compliance, and reporting must be built into the fund’s foundation to avoid regulatory trouble and maintain investor trust.

Block3 Finance supports crypto fund managers with entity structuring, investor reporting systems, and cross-border tax planning. Whether you're launching a hedge fund, token fund, or DAO-managed pool, we ensure your offshore fund operates legally and efficiently.

 

If you  have any questions or require further assistance, our team at Block3 Finance can help you.

Please contact us by email at inquiry@block3finance.com or by phone at 1-877-804-1888 to schedule a FREE initial consultation appointment.

You may also visit our website (www.block3finance.com) to learn more about the range of crypto services we offer to startups, DAOs, and established businesses.