FPCI: how it works and how it's taxed

The FPCI, short for fonds professionnel de capital investissement, gives access to private equity with more flexible management rules than retail funds, in exchange for access reserved to professional, semi-professional or experienced investors. This vehicle combines three features that must be accepted together before subscribing: return potential tied to unlisted companies, money locked up for several years, and an entry ticket generally higher than a retail fund.

What is an FPCI: definition and regulatory framework

A professional private equity fund is a collective investment scheme governed by the French Monetary and Financial Code. Like the FCPR it descends from, it has no legal personality of its own: it is a co-ownership of securities, managed by a management company approved by the AMF, which decides on investments and disposals on behalf of unit holders.

The FPCI shares its investment quota with the FCPR: at least 50% of its assets must consist of securities of unlisted companies, whether SMEs, mid-sized companies or start-ups. What sets it apart lies in its public and its lighter operating rules compared with a fund open to all savers. For an overview of the private equity fund family, the guide on FCPR, how it works and how it’s taxed details the retail vehicle that shares the FPCI’s main principles.

How an FPCI works: ticket, duration and eligible investors

Who can subscribe

The FPCI is reserved for professional investors, semi-professional investors and experienced investors, a category that meets precise criteria set by the AMF’s general regulation (knowledge of financial products, ability to assess risks). In practice, direct subscription most often comes with a minimum entry ticket of 100,000 euros.

The fund’s life cycle

Like an FCPR, an FPCI’s life follows a cycle of several years: a fundraising period, an investment phase where the management company selects holdings, a support phase for the companies, then a disposal and distribution phase for unit holders. The total lifespan averages between 5 and 10 years, with one to two year extensions often provided for in the fund rules.

Limited liquidity

Throughout this period, units cannot be resold on an organized market. Money stays locked up until the fund is liquidated, except in exceptional cases provided for in the rules. Some platforms organize a limited secondary market between investors, as detailed in the guide on secondary private equity.

FPCI and FCPI: don’t get confused

The similarity of the acronyms creates frequent confusion, even though these two vehicles follow opposite logics.

The FPCI targets a broader investment universe than the FCPI, which centers on innovative SMEs, and gives no tax reduction on entry. Its appeal lies elsewhere: more flexible management and access to larger funds, often closer to those used by institutional investors.

FPCI taxation in 2026

The FPCI gives no tax reduction on subscription. Its tax benefit comes on exit, under conditions close to those of a tax-qualifying FCPR.

Conditions for the exemption

For a unit holder to be exempt from income tax on distributions and capital gains, three conditions must be met:

• hold the units for at least 5 years from subscription;
• reinvest in the fund the sums distributed during those 5 years, which then stay locked up for the same period;
• not hold, together with their spouse and ascendants or descendants, more than 25% of the rights to the profits of any portfolio company.

What remains due

The exemption only covers income tax. Social levies remain due on gains, at a rate of 18.6% since the Social Security financing law for 2026. If the exemption conditions are not met, gains are taxed under the standard regime for capital gains on securities, either the flat tax or, by election, the progressive income tax scale.

Risks and constraints to know

• A risk of capital loss, partial or total, which is never guaranteed by the fund or the management company.
• Very low liquidity: money is locked up for several years, with no organized market to resell units early.
• A high entry ticket for direct subscription, which keeps direct access to a restricted public.
• Fees that add up over the fund’s whole lifespan: annual management fees and, depending on the fund, a performance fee (carried interest).
• A spread of performance between management companies and between vintages, which weighs more heavily than in listed fund management.

How to invest in an FPCI as a retail investor

The direct entry ticket of an FPCI rules out most retail investors from a classic subscription. Several platforms, such as Fundora, pool the subscriptions of many retail investors within a dedicated vehicle that then invests in one or more FPCIs, which significantly lowers the access threshold compared with a direct subscription. Management is still handled by a management company approved by the AMF, and the eligibility conditions (professional, semi-professional or experienced investor) still apply depending on the structure used. The overview of private equity platforms for retail investors details these different access routes and their conditions.

Before subscribing, a few simple checks avoid most unpleasant surprises: the management company’s approval with the AMF, the fund’s strategy (venture capital, growth equity, buyout or secondaries), the exact lock-up period provided for in the rules, and the fee details over the fund’s whole lifespan. The FPCI finds its place in a strategy of diversifying across asset classes, as a pocket sized so that the money is not needed for several years.

Frequently asked questions