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Luxembourg Investment Funds - F

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60 views9 pages

Luxembourg Investment Funds - F

Uploaded by

Kabir Jhunjhunwala
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd
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LUXEMBOURG

INVESTMENT
FUNDS
CONSULTING - LEGAL - TAX
WHY LUXEMBOURG?
POLITICAL AND ECONOMICAL STABILITY
Luxembourg is a politically and economically stable country. A founding member of the European
Union, as well as the seat of important EU institutions such as the European Court of Justice and the
European Investment Bank. It is one of the few AAA-rated countries and has a stable growing
economy. It is multilingual and in the heart of Europe, between Germany, France and Belgium.

INNOVATIVE LEGAL FRAMEWORK


Luxembourg has a competitive and innovative legal framework for investment funds, that is regularly
updated in close consultation between the Government, the CSSF, the legislators and the asset
management industry.

HOME OF THE GLOBAL FUND INDUSTRY


Luxembourg is the largest fund domicile in Europe and the second largest in the world, just after the
United States. 62% of cross-border funds are domiciled in Luxembourg. There is a wealth of experience
in structuring and servicing funds and 98 of the Top 100 asset management firms are present in
Luxembourg.
AVAILABLE INVESTMENT VEHICLES
UCITS - UNDERTAKINGS FOR COLLECTIVE INVESTMENT IN
TRANSFERABLE SECURITIES
UCITS is the leading globally distributed investment fund product. UCITS is a highly regulated retail
product, supervised by the CSSF (the Luxembourg supervisory authority of the financial sector) that
may invest in listed securities, bonds, index components and assimilated assets. It is subject to strict
rules in investment and diversification and can be set-up as an umbrella structure. UCITS benefit from
a European passport, meaning that once authorised by the CSSF in Luxembourg, they can be
distributed to the public in all other EU Member States, on the basis of a formalized procedure. Due to
its global reputation as a European retail fund, many countries around the world recognize the UCITS
standard, making this the globally leading fund type distributed around the world.

SIF - SPECIALISED INVESTMENT FUND


The SIF is a more flexible investment fund that is available for all asset classes and investment
strategies. It is a supervised investment vehicle, reserved for well-informed and professional investors.
A low level of diversification is required, and the SIF can also be set up as an umbrella fund. The SIF
may also qualify for the AIFMD passport, provided the conditions are met.

SICAR - INVESTMENT COMPANY IN RISK CAPITAL


The SICAR is also a supervised investment vehicle, which has the principal purpose of investing in risk-
bearing assets. The SICAR is not subject to any diversification rules but is restricted to well-informed
and professional investors.The SICAR may also qualify for the AIFMD passport, provided the
conditions are met.
RAIF - RESERVED ALTERNATIVE INVESTMENT FUND
The RAIF was introduced in 2016 and has been a highly successful fund type. It is structurally similar
to the SIF or SICAR regime but is not subject to a direct supervision by the CSSF. The RAIF can also be
set up as an umbrella structure. The RAIF however has to appoint an AIFM (Alternative Investment
Manager) in Luxembourg, which itself is regulated by the CSSF, but can therefore benefit from the
AIFMD passport.

CLP/SLP - LIMITED PARTNERSHIP


The Limited Partnership (CLP/SLP) is a highly flexible fund structure that is not supervised and is
similar to the partnership structures in Common Law jurisdictions. The limited partnership agreement
(LPA) is the main document organizing the functioning of the partnership, which gives the fund the
contractual flexibility to organize the structure of the fund. This fund type is not restricted to any asset
type and not subject to any risk diversification rules.

SV - SECURITISATION VEHICLES
Securitisation Vehicles (SV) are investment vehicles, that can be set up as an alternative investment
vehicle to the fund vehicles mentioned above. The SV is flexible in nature and can either be set up as a
corporate entity or a securitization fund. The SV can be set up as an umbrella structure with multiple
compartments and is required to issue securities (bonds, notes, etc.) in relation to an underlying risk
(receivables, credit risk or any other form of risk). In principle the SV is not supervised, provided that
the SV does not issue on a continuous basis to the public.
UCITS SIF SICAR

ELIGIBLE ASSETS RESTRICTED UNRESTRICTED UNRESTRICTED

DIVERSIFICATION YES YES NO

ELIGIBLE INVESTORS UNRESTRICTED WELL-INFORMED WELL-INFORMED

DISTRIBUTION UCITS PASSPORT FOR IF AIF: EU PASSPORT IF AIF: EU PASSPORT


PUBLIC DISTRIBUTION FOR PROFESSIONAL FOR PROFESSIONAL
IN THE EU INVESTORS INVESTORS

LISTING POSSIBLE YES YES YES

TAX REGIME EXEMPT (SUBJECT TO EXEMPT (SUBJECT TO FULLY TAXABLE, BUT


SUBSCRIPTION TAX) SUBSCRIPTION TAX) EXEMPTIONS APPLY

SUPERVISION YES YES YES

UMBRELLA STRUCTURE YES YES YES


POSSIBLE

LEGAL FORM CORPORATE & CORPORATE & CORPORATE


CONTRACTUAL CONTRACTUAL

MINIMUM CAPITAL EUR 1,250,000 WITHIN 6 EUR 1,250,000 WITHIN 12 EUR 1,000,000 WITHIN 12
MONTHS FROM ITS MONTHS FROM ITS MONTHS FROM ITS
AUTHORISATION AUTHORISATION AUTHORISATION
CLP/SLP RAIF SV

ELIGIBLE ASSETS UNRESTRICTED UNRESTRICTED UNRESTRICTED

DIVERSIFICATION NO YES NO

ELIGIBLE INVESTORS UNRESTRICTED WELL-INFORMED UNRESTRICTED

DISTRIBUTION IF AIF: EU PASSPORT IF AIF: EU PASSPORT ON BASIS OF


FOR PROFESSIONAL FOR PROFESSIONAL PROSPECTUS
INVESTORS INVESTORS DIRECTIVE RULES

LISTING POSSIBLE YES YES YES

TAX REGIME TAX TRANSPARENT EXEMPT (SUBJECT TO TAX NEUTRAL


SUBSCRIPTION TAX)

SUPERVISION NO NO NO

UMBRELLA STRUCTURE NO YES YES


POSSIBLE

LEGAL FORM CLP: LEGAL PERSONALITY CORPORATE & CORPORATE &


SLP: NO LEGAL PERSONALITY CONTRACTUAL CONTRACTUAL

MINIMUM CAPITAL NO EUR 1,250,000 WITHIN 12 SHARE CAPITAL OF EUR


MONTHS FROM ITS 12,000 OR EUR 30,000
AUTHORISATION
ABOUT US

Nomilux is a consultancy based in Dubai and with a presence in Luxembourg, assisting clients to
establish their investment funds and holdings in Luxembourg and other fund domiciles.

We have been assisting institutional and private clients in Europe and the MENA region for more
than 15 years on realizing their investment structures, whether regulated or unregulated funds,
holding vehicles or wealth management structures.

We offer clients a one-stop-solution with structuring advice on incorporation, authorisation, tax,


corporate services and fund administration. We put our clients at the centre of our advice and try
to find the most suitable and efficient solutions for their requirements.
OUR TEAM
BISHR SHIBLAQ - FOUNDER & MANAGING DIRECTOR

Prior to founding Nomilux, he established and headed the MENA office of the leading Luxembourg law
firm for over 10 years. In this capacity he advised leading financial institutions, SWFs, asset managers,
MNCs and family offices in Europe and the MENA region on structuring and setting-up of investment
structures. Bishr has been recognised for six consecutive years as amongst the thirty most influential fund
service advisors in the MENA region. He holds a master’s degree in law from the University of Cologne
(Germany), a Master of Laws (LL.M.) from the University of Warwick (UK), as well as being a Certified
Investment Fund Director (CIFD).

TOBIAS MALDENER - PARTNER

Tobias is a qualified tax advisor and expert comptable, as well as a lecturer at the Tax Adviser Academy of
Rhineland-Palatinate (Germany). His main focus is on international tax law, restructuring & succession
planning. After studying business administration in Cologne, he worked for several years with
international tax consultancies and corporate service providers in Luxembourg, before becoming a tax
partner of a tax consultancy with offices in Luxembourg and Germany.

ROHIT GHAI - PARTNER

Rohit is an entrepreneur and has specialised in consulting clients on market entry strategies,
management and fund structures in multiple jurisdictions worldwide, including in the Dubai
International Financial Centre (DIFC) and the Abu Dhabi Global Market (ADGM). He also consults startups
in the technology sector and acts as a director and mentor for early stage entities.
CONTACT US

Boulevard Plaza Tower 1


Suite 1702, Level 17
Dubai, United Arab Emirates
Email: [email protected]
www.nomi-lux.com

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