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Does Roundtable accept US Investors?
Does Roundtable accept US Investors?


Nicolas Delwaide avatar
Written by Nicolas Delwaide
Updated over a week ago

In most cases, the SPV set up with Roundtable can accept US investors.


While Roundtable may onboard US investors (provided though that no marketing action have been undertaken in the US), there are certain limits:

  • Each US investor’s holding in the SPV remains below 25%; and

  • The US investor does not require specific reporting from Roundtable.

However, as always, all investors (including US investors) are encouraged to seek their own tax advice before making any investment.


In certain circumstances, investing in a non-US SPV may represent a significant tax or administrative burden. Indeed, such SPV could qualify as a Passive Foreign Investment Company (”PFIC”) under US tax law. US investors who are shareholders of a PFIC are generally required to file US Form 8621 for each tax year. This is the sole responsibility of the investor.

In addition, US law provides for deterrent tax treatments when investments are made through a PFIC, which can potentially diminish your return. Certain elections (e.g. Qualifying Electing Fund) can be made by the investor but Roundtable is not able to assist with this.

Luckily, our Luxembourg SPV and some of our French SPVs (société civile) are likely to be treated as partnerships in the US, and the PFIC issue should thus not materialize.

As always, you should consult your tax advisor prior to making an investment in a non-US SPV.

For more information, you may consult the following resources:

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