Rolling Funds or SPVs? Make the Right Call for Your Next Raise

Raising capital in today’s market is not just about having a great deal. If you’re planning to launch your first syndicate or looking to streamline multiple deals, choosing between a rolling fund vs an SPV can make or break your fundraising. 

Two flexible options are rolling funds and special purpose vehicles (SPVs), which offer different types of compliance and control. However, both come with varying costs, timelines, and investor expectations.

In this article, we’ll break down the key differences so you can confidently pick the model that fits your fundraising goals.

What are rolling funds?

A rolling fund is a venture fund structure where Limited Partners (LPs) subscribe quarterly, rather than committing upfront for the entire fund’s lifecycle. New capital comes in on a recurring basis, giving fund managers flexibility to raise and deploy continuously.

How It Works:

• Fund managers raise capital every quarter.
• LPs can adjust, pause, or cancel subscriptions.
• Carried interest is calculated across the LP’s total subscription, not by individual deal.
• Each quarter effectively creates a new fund in the series.

Rolling Fund Benefits:

• No upfront full fundraise required — start investing once a base commitment is met.
• Legally marketable to the public under SEC rules.
• Scales naturally as more capital is added quarter after quarter.

Rolling Fund Cons:

• Capital can churn — LPs can drop out at any time.
• Requires steady deal flow (three or more deals per quarter is ideal).
• Not ideal for one-off investments or opportunistic capital raises.

As Winter Mead, co-founder of VC Lab, told TechCrunch, “Starting a VC fund was becoming easier. But it wasn’t easier to know various parts of building and scaling a VC firm.” 

This underscores that while rolling funds are more accessible than traditional funds, they still demand infrastructure, investor trust, and a consistent strategy.

What Is an SPV (Special Purpose Vehicle)?

An SPV is a single-purpose investment vehicle used to pool capital for one deal. Unlike rolling funds, SPVs are one-and-done. They invest in a single company, asset, or opportunity, and then wrap up.

According to Fast Company, “SPVs have become a routine part of the fundraising landscape as founders welcome the speedy financing and ability to take funds from non-institutional investors instead of going the VC route.”

How It Works:

• Created for a specific investment.
• LPs invest once, with no ongoing commitment.
• Used by angels, syndicate leads, and emerging GPs.

SPV Benefits:

• Clean cap tables — founders only see one investor entity.
• Low barrier to entry for investors (as little as $1k+).
• Great for building a track record before launching a full fund.

SPV Cons:

• All-or-nothing risk — tied to one company.
• No voting rights for LPs in the underlying company.
• Fees still apply (2% setup + carried interest), even for small deals.

Key differences between rolling funds and SPVs

While both structures enable investors to participate in private deals, they serve distinct purposes. Rolling funds are built for ongoing deployment, while SPVs are tailored for one-time opportunities. Here’s a side-by-side view of how they differ:

For those who want to raise once and invest in multiple deals without committing to a full rolling fund, a Multi-Asset Syndicate offers a flexible alternative.

Thinking of launching your first SPV? Schedule a call with our expert to get started.

When to Choose an SPV vs a Rolling Fund

If you’re raising capital for a specific startup, asset, or one-off deal, SPVs are your go-to option. They’re fast, clean, and flexible. They’re also ideal when:

• You’re not ready for a full fund.
• You want to build a track record.
• You’re syndicating a hot deal fast.

Rolling funds, on the other hand, are your best route when:

• You have ongoing deal flow (three or more per quarter).
• You can consistently raise over $500k quarterly.
• You want a scalable structure with recurring LP relationships.

Final thoughts

At the end of the day, it’s not about which structure is better; it’s about what fits your current stage and fundraising strategy. Rolling funds are made for scale and recurring deals. SPVs are tactical tools for one-time investments, often used as a starting point before scaling to a fund.

Remember, use an SPV for one deal, one raise, or to build your GP brand, while a rolling fund is your best choice if you’re ready for consistent capital and deal deployment.

Ready to launch your first SPV? Book a call with us or get in touch with us at info@auptimate.com, and one of our experts will be more than happy to help.