Approval process of additional sub-fund(s) to an existing investment fund

Submission of the request and acknowledgement of receipt

A specific application questionnaire to provide the CSSF with any relevant information for the examination of the application for approval of new sub-fund(s) is available under “Forms”.

Any application file is constituted of the duly completed application questionnaire and of the appended documents and must be submitted together:

  • via e-file (a secured and tailored tool to exchange information with the CSSF) or
  • via email to setup.uci@cssf.lu.

Applicants are advised to file an application only once all constituents of the project are fully fixed and stable. The transmission of a partial (incomplete) application may prevent the start of the approval process and cause unexpected delays.

The CSSF will acknowledge receipt of the application file within 2 working days and provide the name of the officer responsible for the examination of the application file by means of:

  • an automated reply message from e-file (if this feature has been activated by the user, otherwise the information is viewable in the tool) or
  • an email to the address of the contact person provided in the application questionnaire.

Exchange of comments

The CSSF seeks to contact the applicant within 10 working days after receiving the application file for feedback (request for further information and/or supportive documents, supplementary confirmations, clarification of certain aspects of the request…).

Complementary information or documents must be submitted through the communication channel used in step 1. The exchange of comments may be subject to reiteration until satisfactory completion of the examination phase.

If the applicant faces difficulties to provide further information on specific considerations of the application and does not provide the information requested by the CSSF within a reasonable time limit not exceeding 2 months, the CSSF will contact the applicant to ask whether the application is to be continued or withdrawn.

End of examination

In case of a positive decision from the CSSF, and only if the examination of the request of amendments is carried out upon documents in draft versions, the CSSF will orally inform the applicant about the completion of the examination phase of the application and call for all documents in final version required to finalise the process.

Where subject to a change following the amendments, management regulations, articles of incorporation and agreements have to be submitted in signed form. The prospectus updated with the amendments has to be submitted according to the terms of Circular CSSF 19/708.

Approval of amendments

The attestation of the approval of amendments is issued only after receipt of all compulsory documents in final version and without alteration from the last versions examined in phase 2.

Where applicable, the CSSF issues an official accreditation letter sent electronically by email and/or sends back the visa stamped prospectus/offering document. This is made via e-file within 5 working days after reception (electronical visa).

If you need to contact the head of the division or the CSSF officer in connection with the application under review, you should refer to the instructions under “Contact”.

Approval process for amendments to an existing investment fund

This approval process comprises the approval of any amendment to an existing investment fund (i.e. registered on the official list) or of any amendment to one or several of its sub-fund(s).

A non-exhaustive list of examples of amendments falling under this procedure:

  • change of management regulations/articles of incorporation;
  • change of the registered address;
  • corporate actions (e.g. merger, liquidation, spin-off, etc.);
  • change in governance of an investment company (board members, conducting persons, others);
  • deletion of (a) sub-fund(s);
  • change of denomination of a fund and/or sub-fund(s);
  • change of investment policy/investment restrictions of a fund and/or sub-fund(s);
  • change in the characteristics of the fund and/or sub-funds (consolidation currency, sub-fund currency, type of share classes, etc.);
  • change of rules in respect of subscriptions or redemptions;
  • change of the management company or of the alternative investment fund manager of a fund;
  • change of a service provider/an agent (domiciliation agent, depositary bank, central administration, asset manager, independent valuer, paying agent, distributors, external auditor, etc.).

Submission of the request and acknowledgement of receipt

The applicant must provide the CSSF with any relevant information for the examination of the request in the form of a detailed letter in free-format. Because of the variety of possible amendments and, hence, the variety of information that change accordingly, no questionnaire is currently available for the collection of the relevant information.

Any request file and appended documents must be submitted together:

Applicants are advised to file an application only once all constituents of the project are fully fixed and stable. The transmission of a partial (incomplete) application may prevent the start of the approval process and cause unexpected delays.

The CSSF will acknowledge receipt of the application file within 2 working days and provide the name of the officer responsible for the examination of the application file by means of:

  • an automated reply message from e-file (if this feature has been activated by the user, otherwise the information is viewable in the tool) or
  • an email to the address of the contact person provided in the application questionnaire.

Exchange of comments

The CSSF seeks to contact the applicant (request for further information and/or supportive documents, supplementary confirmations, clarification of some aspects of the request…) within 10 working days after receiving an application with average complexity and extent.

Complementary information or documents must be submitted through the communication channel used in step 1. The exchange of comments may be subject to reiteration until satisfactory completion of the examination phase.

If the applicant faces difficulties to provide further information on specific considerations of the application and does not provide the information requested by the CSSF within a reasonable time limit not exceeding 2 months, the CSSF will contact the applicant to ask whether the application is to be continued or withdrawn.

End of examination

In case of a positive decision from the CSSF, and only if the examination of the request of amendments is carried out upon documents in draft versions, the CSSF will orally inform the applicant about the completion of the examination phase of the application and call for all documents in final version required to finalise the process.

Where subject to a change following the amendments, management regulations, articles of incorporation and agreements have to be submitted in signed form. The prospectus updated with the amendments has to be submitted according to the terms of Circular CSSF 19/708.

Approval of amendments

The attestation of the approval of amendments is issued only after receipt of all compulsory documents in final version and without alteration from the last versions examined in phase 2.

Where applicable, the CSSF issues an official accreditation letter sent electronically by email and/or sends back the visa stamped prospectus/offering document. This is made via e-file within 5 working days after reception (electronical visa).

If you need to contact the head of the division or the CSSF officer in connection with the application under review, you should refer to the instructions under “Contact”.

Approval process of the conversion of an investment fund already registered on the official list into a new investment fund of another type not yet registered on the official list

This approval process only comprises the conversion of an existing UCI or SIF into a UCITS not yet registered on the official list, as well as the conversion of an existing UCI into a SIF or a SICAR not yet registered on the official list.

Submission of the request and acknowledgement of receipt

Any application file is constituted of the duly completed application questionnaire and of the appended documents and must be submitted together:

  • via e-file (a secured and tailored tool to exchange information with the CSSF) or
  • via email to setup.uci@cssf.lu.

Applicants are advised to file an application only once all constituents of the project are fully fixed and stable. The transmission of a partial (incomplete) application may prevent the start of the approval process and cause unexpected delays.

The CSSF will acknowledge receipt of the application file within 2 working days and provide the name of the officer responsible for the examination of the application file by means of:

  • an automated reply message from e-file (if this feature has been activated by the user, otherwise the information is viewable in the tool) or
  • an email to the address of the contact person provided in the application questionnaire.

Exchange of comments

The CSSF seeks to contact the applicant (request for further information and/or supportive documents, supplementary confirmations, clarification of some aspects of the request…) within 10 working days after receiving an application file with an average complexity. Receiving a more complex or extensive request may lead to contact by the CSSF officer in charge of reviewing the application in order to mutually agree on a specific time frame.

Complementary information or documents must be submitted through the communication channel used in step 1. The exchange of comments may be subject to reiteration until satisfactory completion of the examination phase.

If the applicant faces difficulties to provide further information on specific considerations of the application and does not provide the information requested by the CSSF within a reasonable time limit not exceeding 2 months, the CSSF will contact the applicant to ask whether the application is to be continued or withdrawn.

End of examination notice

In case of a positive decision from the CSSF, an end of examination notice is sent by email to the contact person specified in the application.

This end of examination notice specifies the information and documents in the final and signed-off version that still have to be transmitted in order to finalise the approval process of the investment fund, as well as, for each information or document, the transmission channel (via email, physical mail or via e-file).

The end of examination notice also advises the applicant that the application no longer allows changes in the scope or alterations in the last draft versions of the constitutive documents on the basis of which the examination has been completed. Any transgression of this understanding will imply a reopening of the examination phase causing delays in the process.

The CSSF stresses that any indication of the positive decision that is communicated by a means other than the end of examination notice does not engage the CSSF’s responsibility in case of any action that would be triggered.

Entry on the official list of the approved investment fund

Upon satisfactory receipt of the prospectus/offering document and all compulsory information and documents requested in the end of examination notice, the CSSF will proceed to the registration of the investment fund on the official list.

In parallel, the CSSF issues an official accreditation letter sent electronically by email, as well as the CSSF identification codes.

The CSSF sends back the visa stamped prospectus/offering document. This is made via e-file within 5 working days after reception (electronical visa).

If you need to contact the head of the division or the CSSF officer in connection with the application under review, you should refer to the instructions under “Contact”.

Documentation

Laws, regulations and directives

Circulars

Forms

Guidance

Useful links

Contact

For amendments to an existing fund
For creation of a new sub-fund to an already existing fund
For eDesk technical questions
(+352) 26 251- 2414

All legal and regulatory documents (including FAQs) can be found in the Regulatory framework section.

All forms can be found in the Publication and Data section.

Last update: 04 May 2020