Home Alternative Investments Luxembourg Partnerships In The Asset Management Industry – Fund Management/ REITs

Luxembourg Partnerships In The Asset Management Industry – Fund Management/ REITs

17
0


To print this article, all you need is to be registered or login on Mondaq.com.

INTRODUCTION

Partnerships are vehicles of choice for the asset management
industry, especially in the field of private equity, real estate,
debt and other ‘illiquid’ strategies.

Luxembourg law has known partnerships since the implementation
of the Law of 10 August 1915 on commercial companies
(“Company Law“), and to some extent
since the enactment of the first Commercial Code in 1807.

Notwithstanding this historical existence of partnerships in
Luxembourg’s legal system, the domestic regime lacked a certain
amount of flexibility available to partnerships in other
jurisdictions that was key to their success in the asset management
industry.

In 2013, Luxembourg seized the opportunity of the implementation
of the Alternative Investment Fund Managers Directive
(“AIFMD“) to increase its attractiveness
as a leading investment fund centre and to boost the attractiveness
of its partnerships.

Luxembourg lawmakers thoroughly amended and modernised the
limited partnership and sought to align the regime of local
partnerships with those of competing jurisdictions, thus expanding
the structuring possibilities of investment vehicles electing for
the partnership regime, mainly to respond to the needs of the asset
management industry.

The new Luxembourg Partnership, whilst sticking to its original
principles, now embraces the flexible nature of Anglo-Saxon types
of partnerships, with only a few variations. This new approach has
allowed asset managers to set up private funds benefiting from the
AIFMD marketing passport in a format that they are more familiar
with and which allows full interaction with other vehicles of their
product range (e.g. Delaware feeder of parallel funds for the US
market).

Managers looking to set up their fund in Luxembourg can now
choose between three types of partnerships: two are based on the
Anglo-Saxon models, the Common Limited Partnership
(“SCS” or société en
commandite simple
) and the Special Limited Partnership
(“SCSp” or société en
commandite spéciale
), and one is based on the more
continental type of partnership, the Partnership Limited by Shares
(“SCA” or société en
commandite par actions
).

The purpose of this Memorandum is to describe the principal
features of the different Luxembourg partnerships (while focusing
mainly on the SCS and the SCSp), and the regulatory options under
which they may be set up. Unless provided otherwise, reference to
Partnerships” in this
Memorandum1 should be understood as an indistinct
reference to the SCA, SCS and SCSp.

To view the full article, please click here.

Footnote

1. Except in Chapter III where the term
“Partnerships” will refer only to SCS and
SCSp

The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.

POPULAR ARTICLES ON: Finance and Banking from Luxembourg

EU Crowdfunding Regulation: Crowdfunding The Future?

Luther S.A.

Since their appearance in the late 1990s, investment and financing activities using crowdfunding platforms have been subject to fragmented and diverging pieces of regulation throughout the EU and thus impeding access to …

Lasting Powers Of Attorney In Guernsey

Carey Olsen

The States of Guernsey have introduced both The Capacity (Bailiwick of Guernsey) Law, 2020 (the “Law”) and The Capacity (Lasting Powers of Attorney) (Bailiwick of Guernsey) Ordinance…

Source link

Previous articleThe Commodities Feed: US gasoline tightness
Next articleFederated Hermes’ private equity arm wins $1bn mandate

LEAVE A REPLY

Please enter your comment!
Please enter your name here