The Hong Kong Securities and Futures Commission issued guidance requiring SFC-authorised public funds with direct or indirect exposure to private credit or private equity to provide clearer, more complete and balanced disclosure of their investments and associated risks. The circular continues the regulator’s focus on retail exposure to private markets, particularly where layered structures or complex instruments may obscure underlying assets and risks. Offering documents, including key facts statements, must disclose the extent of exposure, how it is obtained, the nature and characteristics of the underlying assets, and the specific risks and potential effects on the fund and investors. Direct private-market investments remain subject to the applicable 15% of net asset value limit. A fund with aggregate direct and indirect exposure of at least 50% of net asset value will be considered a complex product, triggering suitability requirements even without solicitation or recommendation. The SFC may also apply that designation below 50% after considering the fund’s strategy, portfolio, liquidity, risk profile and underlying assets. New funds with private-market exposure may face closer authorisation scrutiny and may not qualify for FASTrack processing. Managers of existing funds must review their exposures, update offering documents as soon as practicable and communicate appropriately with distributors, while ensuring that the target market and selected distributors understand the product and its risks.
2026-09-03Hong Kong Securities & Futures Commission
Hong Kong Securities and Futures Commission sets private-market fund disclosures and 50% complex-product threshold
The Hong Kong Securities and Futures Commission requires authorised public funds to enhance disclosures about direct and indirect private credit and private equity exposure. Funds with total exposure of at least 50% of net asset value will be treated as complex products and subject to heightened suitability requirements, while the SFC may designate funds below that threshold case by case. Existing funds must review their exposures and update offering documents as soon as practicable.