P65 · Direct Investing · Equity

Direct versus Fund Investing for GCC Family Offices

A decision framework for how families access private markets.

Direct versus Fund Investing for GCC Family Offices
Quick answer

A Gulf family office that has decided to allocate to private markets faces a second decision that matters as much as the first: how to access them. The choice runs along a spectrum, from committing capital to a manager's fund, through co-investing alongside a sponsor, to investing directly and holding an asset on the family's own balance sheet.

Abstract

A Gulf family office that has decided to allocate to private markets faces a second decision that matters as much as the first: how to access them. The choice runs along a spectrum, from committing capital to a manager's fund, through co-investing alongside a sponsor, to investing directly and holding an asset on the family's own balance sheet. Each mode trades cost against control, diversification against concentration, and convenience against the burden of building an investment capability. This paper sets out a decision framework for that choice, written for principals and family offices in the United Arab Emirates and Saudi Arabia and for the chief investment officers and heads of alternatives who advise them. It treats the access decision as structural rather than a matter of taste, and organises it around four questions: what the family is trying to achieve, what it can afford to pay, how much control it wants, and what it is capable of doing. The argument is developed through a layered access spectrum, a cost and control trade-off, a decision tree, and a capability map, all illustrated with clearly labelled stylised figures rather than sourced data. The central claim is that there is no single right answer, only a right answer for a given family at a given stage of its development, and that the families that do best are those that match their access mode to their genuine capability and then build deliberately along the spectrum rather than leaping to direct ownership before they are ready for it. JEL Classification: G11, G23, G24, G32, D14 Keywords: family office, private markets, direct investing, co-investment, fund investing, access strategy, GCC, capability building, governance, cost of access

This MP Insight presents the web edition of Matchpoint Partners' research. The supporting paper contains the full framework, structures, worked examples and source material.

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Introduction

A family office in the Gulf that has resolved to put money into private markets has answered the easier of two questions. The harder one is how. Private equity, private credit, real assets and venture can each be reached through several routes, and the route chosen shapes the cost the family pays, the control it holds, the diversification it obtains, and the work it must do. A family can commit to a manager's fund and let the manager source, underwrite and steward the assets. It can co-invest alongside a sponsor in a single deal, paying less and concentrating more. Or it can invest directly, holding an asset on its own balance sheet, with all the control and all the burden that ownership implies. Between these poles sit fund-of-funds, secondaries, club deals and syndicates. The decision is not binary and it is rarely permanent.

This paper sets out a framework for that decision. It is written for two audiences that the access question joins together. The first is the principal or family office in the United Arab Emirates or Saudi Arabia, the owner of the capital, who must decide how the family participates in private markets and how much of an investment organisation it wishes to become. The second is the chief investment officer or head of alternatives, in a single-family office, a multi-family office or a private-wealth platform, who advises that principal and must turn an instinct about control into a defensible allocation policy. The two audiences share a problem: the access decision is too often made by reflex, by imitation of a peer, or by the pull of a single attractive deal, when it should be made by reasoning from the family's objectives and its genuine capability.

The Gulf context sharpens the question rather than changing its logic. Family wealth in the region is substantial, often concentrated in an operating business or in real estate, and increasingly directed towards diversification into financial assets and into private markets in particular. Many families have the balance sheet to invest directly and the appetite for control that comes from a heritage of owning and running businesses. That combination is an advantage, but it also creates a temptation: to assume that because the family can write a large cheque it can also underwrite, structure, monitor and, if necessary, rescue a private asset without the apparatus that institutions build for the purpose. The access decision is where that temptation is best examined and disciplined.

The Decision Framework

This section develops the framework in the order of the propositions. It first sets out the access spectrum and the trade-off it embodies (Propositions 1 and 2), then the way lower cost is paid for in capability (Proposition 3), then the decision tree and the capability map that turn the trade-off into a choice (Proposition 4), and finally the developmental view that frames the whole (Proposition 5).

The Access Spectrum

The starting point, set out in Figure 1, is that the modes of access form a spectrum rather than a menu of unrelated options. At one end sits the primary fund commitment, where the family delegates sourcing, underwriting, stewardship and exit to a manager and accepts the manager's fee in return. Next come the fund-of-funds and the secondaries fund, which add a further layer of delegation and diversification, the first by selecting managers, the second by buying seasoned positions at a stage where the early losses are behind them. Towards the middle sits co-investment, where the family invests in a single asset alongside a sponsor, typically at reduced or no fee, taking on more concentration and more underwriting work. Further along sit the club deal and the syndicate, where the family invests with a small group of like-minded investors and may take governance rights. At the far end sits direct investment, where the family sources, underwrites, owns and stewards an asset on its own balance sheet, holding all the control and bearing all the burden.

The value of seeing the modes as a spectrum is that it exposes what is traded as a family moves along it. Moving rightward, towards direct ownership, the family gains control over selection and over the asset, sheds layers of fees, and concentrates its capital. Moving leftward, towards the fund, it gains diversification and delegation, sheds the burden of building a capability, and accepts the fees and the residual agency cost that delegation carries. No point on the spectrum dominates the others. The right point for a family depends on what it is trying to achieve, what it can afford, how much control it wants and what it is capable of doing. The remaining components of the framework make those dependencies explicit.

The Cost and Control Trade-Off

Proposition 2 holds that the mode of access is a first-order determinant of the return the family keeps, because each layer of intermediation carries a fee. Figure 2 positions the access modes on the two dimensions that most often drive the decision: the control the family has over selection and over the single asset, and the all-in annual cost drag that the mode imposes. The picture is illustrative, but the relationships it depicts are the ones the family must weigh.

Figure 2. Cost and Control Across Access Modes

Illustrative positioning. Fund and fund-of-funds modes sit high on cost and low on control; co-investment and club modes sit low on cost and high on control; direct ownership carries high control and a moderate but internalised cost.

Three features of the figure are worth drawing out. First, the fund-of-funds sits highest on cost, because it layers a second fee on the underlying fund fees, and lowest on control, because the family is twice removed from the asset. It buys diversification and manager selection at the highest price. Second, co-investment and the club deal sit lowest on cost, because they are typically offered at reduced or no fee, and high on control, because the family chooses the asset and may negotiate terms. They are the most efficient points on the spectrum for a family that can supply the capability they assume. Third, direct ownership carries the highest control but not the lowest cost, because the cost of a direct programme does not vanish; it is internalised as the salaries, systems and overhead of the family's own investment organisation. A family that invests directly does not escape cost so much as convert an external fee into an internal one, and whether that conversion is economic depends on its scale.

The practical lesson is that the cost saving from moving down the ladder is real and compounds, but it is not free, and it is not the same kind of saving at every step. Moving from a fund-of-funds to a primary fund removes a layer of external fee cleanly. Moving from a primary fund to co-investment removes most of the remaining external fee but adds an underwriting burden. Moving from co-investment to direct ownership removes the rest of the external fee but builds a fixed internal cost that only large portfolios amortise. The family should know which kind of step it is taking.

Where Lower Cost Is Paid For: The Net-to-Family Build

To make the fee point concrete, Figure 3 shows an illustrative build from a gross asset return to the return a family keeps, comparing a fund route with a co-investment route. The gross return on the underlying asset is the same in both; what differs is how much of it survives to the family after the layers of cost.

Figure 3. Where the Fee Load Goes: Net-to-Family by Route

Illustrative IRR build. The same gross asset return is reduced by management fee, carried interest and fund expenses on the fund route, and by much smaller amounts on a reduced-fee co-investment route, leaving a higher net-to-family figure on the latter. Stylised; not a forecast.

Implementation: A Developmental Path

Proposition 5 holds that the access decision is developmental, that families do best by anchoring in funds, learning through co-investment, and graduating to direct ownership selectively, rather than by leaping to direct control before they are ready. This section turns that proposition into a path. Figure 7 sets out an illustrative thirty-six-month build-out from fund limited partner to selective direct owner.

Figure 7. An Illustrative Build-Out Roadmap: From Fund LP to Direct Owner

Illustrative sequencing over thirty-six months. The bars overlap deliberately: a family builds capability and relationships through funds and co-investment before taking on direct ownership. Timings are stylised and would differ for any actual family.

Months 0 to 3: Define the Mandate

The path begins not with a deal but with a decision about what the family is trying to achieve. Before any capital is committed, the family should set out its objectives, its return requirement, its liquidity needs and its appetite for control, and should write them down in a form that can govern later decisions. This is also the moment to be honest about capability: to take the capability map of Figure 5 and to assess, function by function, where the family stands. A family that skips this step and begins with a deal will find that the deal, rather than the family's objectives, has set its access strategy.

Months 0 to 9: Anchor in Funds

The first commitments should be to funds, for two reasons. The first is that funds deliver diversified exposure to private markets quickly and without requiring a capability the family has not yet built, so the family is invested while it learns. The second is that a fund relationship is the most reliable route to the co-investment opportunities that come later: sponsors offer co-investment to their limited partners, and a family that has committed to a manager's fund earns a place in the queue. Anchoring in funds is thus both an investment and an investment in the relationships that the next stage depends on.

Months 6 to 12: Build the Co-Investment Pipeline

With fund relationships established, the family can begin to build a co-investment pipeline. This is the stage at which it starts to develop its own underwriting capability, reviewing the single-asset opportunities its sponsors offer, learning to distinguish the attractive from the adversely selected, and building the discipline to decline most of what it sees. The family is not yet committing large sums; it is learning to underwrite on real opportunities, with the sponsor's own diligence as a benchmark against which to test its developing judgement.

Months 9 to 18: First Co-Investments

The first co-investments follow. These should be modest in size relative to the family's portfolio, concentrated in sectors the family understands, and made alongside sponsors whose judgement the family has come to trust through the fund relationship. The purpose is as much developmental as financial: each co-investment exercises the family's underwriting, monitoring and, eventually, governance capabilities on a real asset, and builds the track record and the confidence that more ambitious modes require. A family that has made a dozen sound co-investments has learned more about direct investing than any amount of planning could teach it.

Months 12 to 24: Build the Team

As the co-investment programme grows, the family must decide whether to build the in-house team that direct investing requires. This is the most consequential and the most expensive commitment on the path, and the decision should be driven by the family's genuine intention to invest directly at scale, not by the prestige of having a team. A family that builds a team it does not keep busy has converted a variable external fee into a fixed internal cost without the volume to justify it. The team should be built to the family's actual pipeline, function by function, with the gaps identified on the capability map filled first.

Months 18 to 30: Lead and Club Deals

With a team in place and a co-investment track record established, the family can begin to lead, taking the initiative in transactions and inviting others to follow, and to participate in club deals where it shares control and holds governance rights. This is the stage at which the family moves from following the judgement of others to backing its own, and at which the governance arrangements built earlier are first tested in earnest. A family that reaches this stage has become, in substance, an investment organisation, and should be governed as one.

Months 24 to 36: Selective Direct Ownership

Conclusion

A Gulf family office that has decided to invest in private markets must still decide how to access them, and that second decision shapes the cost it pays, the control it holds, the diversification it obtains and the organisation it must build. This paper has argued that the decision is best understood as a position on a spectrum rather than a choice from a menu, that the mode of access is a first-order determinant of the return the family keeps, that lower-cost modes substitute the family's own capability for a manager's and are not free, that the binding constraint on direct investing is capability and governance rather than money, and that the families that do best treat access as a developmental path travelled deliberately rather than a destination reached in a single leap.

The framework set out here, the access spectrum, the cost and control trade-off, the decision tree, the capability map and the developmental roadmap, is offered as a structure for that reasoning. It will not make the decision for a family, and it is not meant to. Its claim is more modest and, in a market where access decisions are too often made by reflex or by imitation, more useful: that a family which maps the modes, weighs cost against control, assesses its own capability honestly and plans its path before it commits will choose a better route into private markets, price the risks of each mode more accurately, and avoid the two errors that recur, paying for delegation it does not need, and reaching for control it is not yet equipped to hold.

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[2] Da Rin, M. and Phalippou, L. (2017). The Importance of Size in Private Equity: Evidence from a Survey of Limited Partners. Journal of Financial Intermediation, 31, pp. 64-76.

[3] Diamond, D. W. (1984). Financial Intermediation and Delegated Monitoring. Review of Economic Studies, 51(3), pp. 393-414.

[4] Fang, L., Ivashina, V. and Lerner, J. (2015). The Disintermediation of Financial Markets: Direct Investing in Private Equity. Journal of Financial Economics, 116(1), pp. 160-178.

[5] Jensen, M. C. and Meckling, W. H. (1976). Theory of the Firm: Managerial Behavior, Agency Costs and Ownership Structure. Journal of Financial Economics, 3(4), pp. 305-360.

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Questions, answered

Direct versus Fund Investing for GCC Family Offices: frequently asked questions

A Gulf family office that has decided to allocate to private markets faces a second decision that matters as much as the first: how to access them. The choice runs along a spectrum, from committing capital to a manager's fund, through co-investing alongside a sponsor, to investing directly and holding an asset on the family's own balance sheet.

The web edition covers The Access Spectrum; The Cost and Control Trade-Off; Where Lower Cost Is Paid For: The Net-to-Family Build; Months 0 to 3: Define the Mandate; Months 0 to 9: Anchor in Funds.

The full supporting PDF is available from this MP Insights page. It contains the complete methodology, analysis, references and appendices.

The Topic Tracker maps this paper to Matchpoint Partners' Equity practice.

This publication is general information for professional audiences. It is not investment, legal or tax advice, and it is not an offer or solicitation. Readers should verify current legal, regulatory and tax requirements with qualified advisers.

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