Regulated Investment Funds
Our practice area “Regulated Investment Funds” offers a comprehensive legal service regarding the formation and structuring of many types of regulated investment funds for retail, institutional and sophisticated investors. Our domestic and international clientele encompasses promoters, investment managers, custodian banks, administration agents and other agents providing fund-related services.
Depending on the type of investor, the relevant funds may either be set up under the provisions of the law of 20 December 2002 on Undertakings for Collective Investment (the 2002 Law) or under the law of 13 February 2007 on Specialised Investment Funds (SIFs).
The 2002 Law permits the creation of UCITS and of other public funds, the latter comprising Hedge Funds and Funds of Hedge Funds, Real Estate Funds, as well as other alternative funds investing in various assets such as microfinance, SRI, art, vessels or life settlement products. We also advise on the structuring and the organisation of Private Equity Funds and of Pension Funds.
Our team advises clients on the key aspects of the creation, structuring, marketing and operation of investment funds, management entities and service providers of investment funds. We accompany our clients at all stages of the set-up process, from initial structuring discussions until the launch. We are of assistance regarding the operational and management aspects of the funds, such as substance or risk management related issues. We also assist clients regarding the implementation of investment strategies, including the more technical aspects thereof, such as specific securities lending or collateral related topics. Our services also include the provision of corporate secretarial services to the structures, as well as the structuring of the contractual relationship between the investment fund, the custodian, prime broker, investment manager, administration agent and other agents providing fund-related services.
We frequently advise our national and foreign clients on new investment products and on how to enhance investor value.
We strive to maintain good relations with the supervisory authority of the financial sector in Luxembourg (CSSF) in order to ensure that our clients’ matters are dealt with swiftly and efficiently. Many of our lawyers participate in committees and working groups of the CSSF and the Association of the Luxembourg Fund Industry (ALFI).
Hedge Funds and Funds of Hedge Funds
We assist our clients in the setting up of traditional hedge fund structures, either in the form of single hedge fund vehicles or in the form of funds of hedge funds. We are familiar with a wide variety of traditional alternative investment strategies such as long/short, relative value or absolute value.
The larger scope of eligible assets introduced by UCITS III allows UCITS to make use of highly sophisticated instruments, prompting a convergence between UCITS and hedge funds. Alternative investment strategies using either structured financial instruments or derivatives may now to some extent be implemented under UCITS structures, hence benefiting from the EU passport. Our lawyers are closely monitoring the developments in this sector and are at the forefront of providing high quality tailor-made advice to our clients.
We are also active in the structuring of the contractual relationships between the investment vehicle and the service providers, such as the investment managers, prime brokers or custodian banks. Our lawyers also provide assistance concerning the implementation of adequate risk management procedures.
Pension Funds
Our firm was involved in the first Pension Funds established under Luxembourg’s pension fund legislation when it came into force in 1999. Since then we have continued to help employers and sponsors to design and implement, under directive 2003/41/CE on Institutions for Occupational Retirement Provision, as implemented in Luxembourg legislation, pension fund structures operating both locally and cross-border.
In close collaboration with the practice area “Employment Law, Pensions, Benefits”, we advise on employment, investment, tax and the wider issues which affect the pension industry. More particularly, we assist multinationals and managers to enhance and rationalise the management of pension assets through the use of pension pooling vehicles being set up as UCIs or SIFs benefiting from an advantageous tax treatment.
Private Equity Funds
Our lawyers specialised in Private Equity Funds assist a sophisticated domestic and international clientele, often composed of high net worth individuals or institutional clients, to structure, adapt or expand regulated private equity structures responding to their individual needs and expectations. Our expertise covers in particular any aspects relating to the classical structuring and organisation of regulated private equity structures (SICARs), but also encompasses the acquisition and financing of private equity businesses. We also implement executive compensation and ownership schemes, advise on fundraising, carried interest and spin-offs. The private equity lawyers of our practice area “Regulated Investment Funds” and the lawyers from the practice areas “Corporate, M&A” and “Tax Law” combine their technical know-how and expertise to offer our clients a first class legal service in the private equity business.
Real Estate Funds
The lawyers of our regulated real estate team have first-class legal expertise and in-depth market knowledge of regulated real estate funds. We assist our clientele composed of promoters, investment managers and investors to structure in any form of regulated real estate investment structures.
We also assist our clients in their ongoing investment activities and the financing of the projects which are generally linked to the structures.
For the structuring of regulated real estate vehicles, we work closely with our colleagues from the practice areas “Tax Law” and “Bank Lending, Structured Finance”.
SIFs
SIFs are reserved for sophisticated or well-informed investors, encompassing institutional, professional and sophisticated retail investors. The SIF legislation has encountered an enormous success since its adoption in February 2007. This success is based on the light regulatory regime which offers attractive, flexible and tailor-made solutions for all types of investment funds, in particular real estate funds, hedge funds and private equity funds.
We have been involved in the setting up of a large number of such structures since the adoption of the applicable legislation and we provide high quality legal advice in this area.
UCITS
We have always been acknowledged for our innovative work regarding all issues related to coordinated UCITS and for being business oriented when advising our clients.
As one of the first EU countries to implement what is known as "UCITS III", Luxembourg has always recognised the importance of increased harmonisation in the key financial sector of EU-passported funds. In this respect, we are at the forefront of the structuring, establishment, registration, reorganisation and expansion of UCITS subject to EU driven regulation in Luxembourg. We also provide assistance in relation to the registration of Luxembourg public funds in other EU Member States and the registration of foreign funds in Luxembourg. We offer a comprehensive service regarding any substance related questions concerning UCITS and their management companies.