LUXEMBOURG Law and Practice Contributed by: Evelyn Maher, Gaston Aguirre Draghi and Djelloul Mansour, BSP
2.3.4 Regulatory Approval Process The approval process usually takes between three to six months and is dependent on several factors. These include: • the completeness of the initial application; • the speed with which the CSSF’s queries are answered; • whether it is a first-time fund; and • the nature of the investment policy. 2.3.5 Rules Concerning Pre-Marketing of Alternative Funds Pursuant to the AIFM Law, an AIFM established in another member state that is pre-marketing, or intending to pre-market, an AIF to professional investors in Luxembourg must notify the super - visory authority of its home country (the CSSF in the case of Luxembourg AIFMs), including: • specifying in which countries and during which periods the pre-marketing is taking or has taken place; and • providing a brief description of the pre- marketing, including information on the investment strategies presented and, where relevant, a list of the AIF(s) and compartments of AIF(s) that are or were subject to pre-mar - keting. Information presented to potential professional investors in the context of pre-marketing cannot: • be sufficient to allow investors to commit to acquiring units or shares of a particular AIF; • amount to subscription forms or similar docu - ments, whether in draft or final form; or • amount to constitutional documents, a pro - spectus or offering documents of a not-yet- established AIF in final form.
state of the AIFM must transmit the notification file to the CSSF. For RAIFs, SIFs, SICARs and Part II UCIs, the respective depositary must either have its reg - istered office in Luxembourg or have a branch there if its registered office is in another EU mem - ber state. The central administration of these entities must be located in the Grand Duchy of Luxembourg. CSSF Circular 22/811 clarified that foreign investment fund managers with the appropriate licence may act as administrator for non-regu - lated funds in Luxembourg (eg, SLPs). 2.3.3 Local Regulatory Requirements for Non- Local Managers Part II UCIs, SIFs or RAIFs established in the form of an FCP must appoint a Luxembourg AIFM. AIFs in corporate or partnership form can appoint an AIFM established anywhere in the EEA. To manage a Luxembourg fund, such AIFMs must provide a notification to their home super - visory authority, who will transmit it to the CSSF. The portfolio management of Luxembourg AIFs can be delegated to managers situated in third countries, provided that in the case of regulated funds such delegation is subject to the prior approval of the CSSF. AIFMs that intend to delegate to third parties the task of carrying out functions on their behalf must notify the supervisory authorities of their home member state before the delegation arrangements become effective.
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