Arendt & Merdernach
Over the past few years, the investment industry has faced waves of regulatory change. These waves hit not only investment funds, but also asset managers and other service providers. High-quality legal services have become a crucial tool enabling industry players to get through the major changes impacting their business development, strategy and organization as a whole.
The investment funds practice of Arendt & Medernach is your one-stop place for expert advice combining pragmatism and a unique in-depth knowledge of the Luxembourg market.
With the largest market share in Luxembourg, our clients encompass all kinds of managers, from small start-ups to boutiques and the largest asset managers. This diversity allows us to work on the broadest range of funds (UCITS or Alternative Investment Funds), strategies (from the plain vanilla stock picking strategy to the most sophisticated strategies using complex instruments) and assets (from money market instruments and stocks to exotic assets such as carbon assets, vessels, art, royalties, etc.).
Our expertise derives also from our strong and long-term relationship with the Commission de Surveillance du Secteur Financier (CSSF), gained through daily contact and participation in strategic committees and working groups. Our active involvement in the Association of the Luxembourg Fund Industry (ALFI), allows us to serve as the voice of our clients and to make sure their concerns are adequately addressed.
With a very wide range of lawyers in the investment funds practice and representative offices in leading financial centers (London, New-York, Dubai, Hong-Kong and Moscow), we are therefore ready to assist you no matter how innovative or complex your project is.
Our investment funds lawyers will assist you in every step of your project, working with you to find the structure that will meet your regulatory, strategic, marketing and operational constraints best. We will also, with the help of our tax department, guide you in structuring your fund in the most efficient way.
We will be by your side during the entire lifetime of your fund, helping you to implement your new strategies or to use new assets in light of the regulatory constraints, supporting you as you negotiate the regulatory wave and making sure you are appropriately alerted each time the new regulation impacts your fund or business model. We will also be there to advise you whenever extraordinary events occur or to simply back you up in the day-to-day life of the fund.
Pragmatism is a key quality for our investment funds experts.
With more changes to come, it is important you rely on specialists who understand your ideas, views, objectives and issues.
Our Investment Funds team also works closely with Arendt Regulatory Solutions S.A. which offers regulatory advice and consultancy services.
They provide professionals in the fund industry and asset managers with a practical approach in terms of compliance, fund distribution, regulation implementation and governance.
This complementary approach is unique in Luxembourg. Together we offer legal advice combined with true operational benefits and efficient regulatory solutions.
On 7 November 2013, the Luxembourg VAT authorities published a circular (Circular n° 723ter) on the VAT treatment applicable to risk management for investment funds. The VAT authorities confirmed that risk management functions are to be considered as forming part of VAT exempt fund management services.
On 7 November 2013, the European Securities and Markets Authority (ESMA) approved the registration of the first four trade repositories under Regulation (EU) No 648/2012 of the European Parliament and the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories (“European Market Infrastructure Regulation” or “EMIR”).
For additional information on EMIR read our full newsflash: link below
Malaysia’s capital Kuala Lumpur was the stage for the Islamic Finance news Asia Forum 2013 (IFN 2013) held on October 21 and 22 in the Kuala Lumpur Convention Center.
Discover in the below article what has been discussed during the forum.
The upgrade of the UAE and Qatar will present new opportunities for Mena managers.
Bishr Shiblaq and Emmanuelle Entringer explain, in the attached article, the changes the AIFMD will bring for these managers.
In many ways the investment industry is highly entrepreneurial.
As markets expand and investment instruments proliferate, it has proved adept at seizing opportunities and developing new products and services...
Read more about this article by clicking on the attached documents.
The Luxembourg-domiciled issuer established by the International Liquidity Management Corporation (IILM) issued at the end of August a long-awaited landmark US$490 million Sukuk, aimed at developing a crossborder market in Islamic financial instruments.
As a leading and highly diversified international financial centre, Luxembourg has always been open to Islamic finance.
In 2002 Luxembourg was the first European stock exchange to list sukuk.
Today, Luxembourg is the leading European domicile for shariah-compliant investment funds and among the five leading domiciles for Islamic funds.
Read the full publication here.
Check our newsflash: UAE regulatory update and Islamic finance update. The main topics dicussed are:
1. Alternative Investment Fund Managers Directive ("AIFMD")
2. Fees for fund registration and distribution announced
3. Landmark $ 490 million IILM sukuk issued by Luxembourg domiciled issuer
The alternative investment fund managers directive has arrived and co-operation agreements shaken hands on. Now comes tricky implementation.
Discovered the full press article "Funds: AIMFD is go" here.
Topics: AIFMD implemented in Luxembourg – the essentials; Draft bill on business preservation and modernisation of bankruptcy law; Draft bill aiming at reforming social dialogue; New legislation on parental leave; Recent amendments to the criminal record and benefit thereof for employers; New EU prudential rules for banks and investment firms – “CRD 4”; New legislation introducing the concept of professionals of the insurance sector (“PSA”)
Read the lastest Luxembourg For Finance press article on Islamic finance in Luxembourg
Check our newsflash: Mandatory registration and other information for below-threshold AIFMs
Read here the CSSF Press Release concerning the practical guidance in relation to the registration or authorisation under the AIFM law of AIFM established in Luxembourg
On 11 July 2013 ESMA released an updated version of its Q&A on the Guidelines on ETFs and other UCITS issues (ESMA 2012/832).
The CSSF publishes guidance on the implementation of the Alternative Investment Fund Managers Directive (AIFMD) in Luxembourg
Topics : fight against money laundering and terrorist financing, criminal settlement, electronic achieving, remuneration policies of AIFMs, AIFMD implementing measures.
ESMA guidelines on ETFs and other UCITS issues: Q&A published
Authorisation and organisation of the Luxembourg management companies subject to Chapter 15 of the Law of 17 December 2010 relating to undertakings for collective investment as well as to investment companies which have not designated a management company within the meaning of Article 27 of the Law of 17 December 2010 relating to undertakings for collective investment.
CSSF publishes circular 13/559
Arendt & Medernach has been chosen as the legal expert on a project to establish an international business support fund in Luxembourg.
Arendt & Medernach is named "Best Advisory Firm - Compliance and Regulation" at the 2013 MENA Fund Manager Fund Services Awards.
CSSF Regulation No. 12-01 laying down detailed rules for the application of Article 42a of the law of 13 February 2007 relating to specialised investment funds concerning the requirements regarding risk management and conflicts of interest
Final ESMA guidelines on repo and reverse repo agreements for UCITS
CSSF Recent Communication on UCI and Promoter
Circular CSSF 12/546
Topics: Banking secrecy, Luxembourg law of 21 July 2012, General Court’s MasterCard judgment, Professionals of the insurance sector, Special Limited Partnership (SLP) Regime, ESMA Q&A on KIID for UCITS, European regulation.
Bill of law AIFMD
CSSF issues regulation on risk management and conflicts of interest requirements for specialised investment funds
Topics: Package Retail Investment Products (PRIPS), Insurance Mediation Directive (IMD2), UCITS V.
New UAE Fund Regulation
CSSF Press Release - UCITS
ESMA Recent communications
Non-launched compartments, compartments awaiting reactivation and compartments in liquidation.
Presentation of the main regulatory changes in risk management following the publication of CSSF Regulation 10-4 and ESMA clarifications: further clarifications from the CSSF on risk management rules, definition of the content and format of the risk management process to be communicated to the CSSF
Circular CSSF 12/540 on dormant sub-funds
Consumer Retail Package
We are very proud to announce that Isabelle Lebbe has been awarded for the second consecutive year "best lawyer" in the category “Best in Investment Funds”.
Publication of the new law on SIFs
Bill of law No. 6318 amending the Luxembourg law of 13 February 2007 on specialised investment funds has been adopted
Consultation Paper - ESMA's guidelines on ETFs and other UCITS issues
New notification procedures to be followed by a UCITS governed by Luxembourg law wishing to market its units in another Member State of the European Union and by a UCITS of another Member State of the European Union wishing to market its units in Luxembourg.
Entry into force of the law of 17 December 2010 relating to undertakings for collective investment and CSSF Regulations No 10-04 and No 10-05 on implementing measures: Commission Regulations (EU) No 583/2010 and No 584/2010 of 1 July 2010 implementing Directive 2009/65/EC and Guidelines and other documents drawn up by the Committee of European Securities Regulators (CESR).
CSSF regulation No. 10-5 transposing Commission Directive 2010/44/EU of 1 July 2010 implementing Directive 2009/65/EC of the European Parliament and of the Council.
Including the latest amendments of CSSF Regulation No. 11-04.
CSSF regulation No. 10-4 transposing Commission Directive 2010/43/EU of 1 July 2010 implementing Directive 2009/65/EC of the European Parliament and of the Council
Topics: E-money Directive in Luxembourg, Cayman investment fund, Insurance and Reinsurance law: Circular letters 11/2 and 11/7, Marketing of UCITS.
Topics: Implementation of UCITS IV, AIFM Directive, Cluster munitions, Energy performance, Law of 26 July 2010.
UCITS IV - Law of 17 December 2010 on undertakings for collective investment
Topics: Luxembourg Stock Exchange, International debt securities, Risk measurement, Remuneration policies in the financial sector, Criminal liability.
Topics: Market Abuse Law, Luxembourg listed issuers, Community law into national law, Case C-101/08, Accounting Standards Commission, Assets of insurance companies, UCITS IV, Collective investments, Trash ratio.
Topics: Public procurement, Capital protection rules (Directive 2006/68/EC), Trade and companies’ register, Cross-border mergers, Criminal liability if directors, Controlled management procedures, Circular letter 09/6, Alternative investment fund, UCITS.
Guidelines for depositaries of specialised investment funds adopting alternative investment strategies, where those funds use the services of a prime broker.
Rules applicable to undertakings for collective investment when they employ certain techniques and instruments relating to transferable securities and money market instruments.
Grand-Ducal Regulation of 08 February 2008 relating to certain definitions of the law of 20 December 2002 as amended concerning undertakings of collective investment and implementing the Directive 2007/16/EC of the European Commission implementing...
Risk-spreading in the context of specialised investment funds ("SIF").
Rules of conduct to be adopted by undertakings for collective investment in transferable securities with respect to the use of a method for the management of financial risk, as well as the use of derivative financial instruments.
Entry into force of the law of 13 February 2007 relating to specialised investment funds.
New notification procedure in line with the guidelines of the Committee of European Securities Regulators (CESR) regarding the simplification of the UCITS notification procedure.
The concept of risk capital under the Law of 15 June 2004 relating to the investment company in risk capital (SICAR).
Guidelines of the Committee of European Securities Regulators (CESR) regarding the application of transitional measures resulting from Directives 2001/107/EC and 2001/108/EC (UCITS III) amending Directive 85/611/EEC (UCITS I).
Abolition of any prior control by the CSSF of advertising material used by persons and companies supervised by the CSSF; abrogation of point II. of Chapter L. of IML circular 91/75; abrogation of the two last sentences of point IV. 5.11 of CSSF circular 2000/15.
Protection of undertakings for collective investment and their investors against Late Trading and Market Timing practices.
Clarifications on the simplified prospectus.
Publication in the electronic reference database of the financial centre (“référentiel de la place”) of the simplified and full prospectuses as well as the annual and half-yearly reports by undertakings for collective investment.
Classification of the undertakings for collective investment governed by the provisions of the Law of 20 December 2002 concerning undertakings for collective investment.
Coming into effect of the Law of 20 December 2002 regarding undertakings for collective investment.
Guidelines concerning the task of auditors of undertakings for collective investment.
Specific rules applicable to Luxembourg undertakings for collective investment (UCIs) pursuing alternative investment strategies.
Protection of investors in case of NAV calculation error and correction of the consequences resulting from non-compliance with the investment rules applicable to undertakings for collective investment.
Grand-Ducal Regulation of 27 February 2007 determining the conditions and criteria for the exoneration of the subscription tax referred to in article 68 of the law of 13 February 2007 relating to Specialised Investment Funds
Bishr Shiblaq will be the briefing leader at the Islamic Finance Briefings conference on 10 December 2013 in Dubai, UAE.>
Henning Schwabe will be a speaker at the "Regulatorisches Risikomanagement in KAGen" conference on 1 November 2013 in Wiesbaden, Germany.>
Bishr Shiblaq will be a speaker at the "Islamic finance news" Forum on 21 October 2013 in Kuala Lumpur, Asia.>
Anne Contreras will be a speaker at the "global impact investing network" Investor forum on 11 October 2013 in London, United Kingdom.>
Further to our AIFMD Seminar in London on 10 October 2013, please find attached the conference slides.>
Anne Contreras and Marc Elvinger will be speakers at a conference entitled "European impact investing Luxembourg - the gateway to innovative finance" on 26 September 2013 in Luxembourg.>
Claude Niedner will be a speaker at the UCITS & AIFMD conference on 17 September 2013 in London, United Kingdom.>
Claude Kremer will be a speaker at the ALFI Global distribution conference on 12 September 2013 in Luxembourg.>
Further to our Annual UCTIS & Private Equity Seminar in New York on 23 April 2013, please find attached the conference slides.>
Anne Contreras was a speaker at the Sustainable investments conference on “SRI Funds” from 2:00 p.m. on 24 January 2013 in Luxembourg.>
Camille Bourke was a speaker at the AIFMD Update conference on "Comparative Overview from EU Member States: France, Germany, Luxembourg, The Netherlands" from 1:45 p.m. on 12 December 2012 in London .>
Gilles Dusemon was a speaker at the LFF Milan seminar on 5 December 2012 in Milan.>
Anne Contreras was a speaker at the Sustainability day 2012 on "Regulatory inflation: threat or opportunity for impact finance?" from 10:25 a.m. on 5 December 2012.>
Stéphane Karolczuk was a speaker at the UCITS Asia 2012 conference on "EU Regulatory Update" from 12:20 p.m. on 13 November 2012 and on "UCITS IV: Remaining Distribution Challenges" from 2:00 p.m. on 14 November 2012.>
Catherine Martougin, Gilles Dusemon and Claude Niedner were speakers at the ALFI European Alternative Investment conference.>
Catherine Martougin was a speaker at the training INREV Risk Management for non listed property funds on "Risk management in upcoming regulations and future outlook for real estate industry" from 4:00 p.m. on 21 November 2012 in Amsterdam.>
Further to our conference "Alternative investment funds & UCITS - Luxembourg update" held in London on 16 November 2012, please find attached the conference slides.>
Further to our conference "AIFMD Luxembourg update" held in Luxembourg on 17 October 2012, please find attached the conference slides.>
Anne Contreras was a speaker at the Sustainable investments conference on “SRI Funds” on 9 October 2012 in Luxembourg.>
Michèle Eisenhuth was a speaker at the ALFI Leading Edge Conference Series on "UCITS - AIFMD implications" on 3 July 2012 in Luxembourg.>
Further to our conference "Luxembourg Private Equity and Alternative Investment Funds" held in New-York on 5 June 2012, please find attached the conference slides.>
Michèle Eisenhuth was a speaker at the UCITS 2012 conference - Your complete guide to the latest legal and regulatory developments for complex and non-complex UCITS on "Should UCITS and Newcits be separated by regulation?" on 23 May 2012 in London.>
Myriam Moulla was speaking on "UCITS IV and AIFMD consequences" on 3 May 2012 in Luxembourg.>
Michèle Eisenhuth was a speaker at the Strategies for Investing in Alternative UCITS conference on "Current & Future Steps to Amend Regulation" on 2&3 May 2012 in London.>
Anne Contreras was a speaker at the ALFI Responsible Investing Conference on "Regulation in the spotlight: EuSEF" on 10 May 2012 in Luxembourg.>
Claude Kremer and Carine Feipel were speakers at the ICI 2012 Mutual Funds and Investment Management conference. >
Michèle Eisenhuth was a speaker at the ILA - Roles and Responsibilities of UCI Directors conference on "Major legal issues related to the roles of funds directors" 20 March 2012.>
Claude Kremer and Michèle Eisenhuth were speakers at the ALFI Spring conference. >
Michèle Eisenhuth was a speaker at the ILA conference on "Regulations and what boards should be focused on" on 26 January 2012 in Luxembourg.>