Luxembourg’s law of July 23, 2016, which came into force on January 16, 2017, creates an incentive for entrepreneurs to establish a business in the grand duchy by introducing the simplified private limited liability company (société à responsabilité limitée simplifiée or Sàrl-S) – also known as the one-euro company.
On January 30, the European Securities and Markets Authority issued an opinion on the minimum principles that management companies must apply when establishing different UCITS share classes. The opinion is aimed at ensuring a harmonised approach throughout the EU, where different national approaches have been observed up to now.
The European Securities and Markets Authority has updated its Q&A documents on details of the UCITS rules in November of this year with two additional queries regarding the interpretation of investment limits when a UCITS invests in an umbrella fund.
The law of 10 August 2016 modernising the law concerning commercial companies of 10 August 1915 and amending the Civil Code as well as the law of 19 December 2002 on the register of commerce and companies and the accounting and annual accounts of companies (the “Law”), entered into force on 23 August 2016. The Law is immediately applicable for all newly incorporated companies. Existing companies have been granted a period of 24 months to adapt their articles of association. The below is a summary of the main changes which affect private limited liability companies (“société à responsabilité limitée” (“S.àr.l.”)):
Luxembourg’s Financial Sector Supervisory Authority (CSSF) has issued on October 11, 2016 Circular 16/644, which sets out revised rules applicable to all Luxembourg credit institutions acting as depositary banks for UCITS funds as well as to all Luxembourg UCITS, including self-managed funds, and/or their management companies. The circular sets out regulatory requirements clarifying rules under the updated Luxembourg investment fund law implementing the UCITS V directive, which came into force on June 1, and the European Commission’s Level 2 delegated regulation EU2016/438 regarding the obligations of depositaries, as well as various other matters.
The Commission’s delegated regulation (EU) 2016/438 of December 17, 2015, which updates the UCITS regime provisions on the obligations of depositaries, has taken effect as of October 13. The UCITS V Level 2 regulation sets out detailed uniform rules in particular regarding the duties of the depositaries of UCITS funds. The regulation lays down requirements regarding depositaries’ duties, delegation arrangements and the liability regime for UCITS assets under custody, designed to provide a high level of investor protection.
The RAIF benefits from flexibility in terms of legal structuring, and from all the advantages known to the SIF and SICAR regimes: umbrella structure, toolbox assembly approach and the “well-informed” investor concept. Please refer to our newsflash, to get all the details about the RAIF.
simplified regime regarding legal publication relating to companies and
associations has been implemented in Luxembourg on June 1, following approval
of the legislation by the Chamber of Deputies on May 10. The legislation, which was published
in Luxembourg’s Official Journal on May 30 as the Law of May 27, 2016, is
complemented by a circular issued by the Luxembourg
Trade and Companies Register on March 24 (Circular RCSL 16/01).