The Luxembourg Financial regulator (Commission de Surveillance du Secteur Financier, the "CSSF") issued the circular 12/546 on 24 October 2012 regarding the authorisation and organisation of Luxembourg management companies subject to chapter 15 of the law dated 17 December 2010 relating to undertakings for collective investments (the "2010 Law") and investment companies (i.e. SICAVs) qualifying as UCITS which have not designed a management company within the meaning of article 27 of the 2010 Law (the "self-managed SICAVs").
With the Circular 12/546 of 24 October 2012 (hereinafter referred to as the "Circular") the CSSF has gathered all provisions of CSSF circulars for the approval and organisation of management companies subject to chapter 15 of the 2010 Law (the "Management Companies"), i.e. management companies of undertakings for collective investment in transferable securities complying with the Directive 2009/65/EC of 13 July 2009 ("UCITS") in one document and has given more precisions on the conditions thereof.
Further to the issuance of this Circular, the CSSF has published a press release 12/45 on 31 October 2012 to specify that the promoter requirement will no longer apply for self managed SICAV or SICAVs having designed a Management Company when they meet the requirements of the Circular as the objective of high level protection of the investors is ensured by the compliance to the Circular requirements. This Circular enters into force with immediate effect; however existing Management Companies will have time until 30 June 2013 to comply with the Circular's requirements and must submit until 15 April 2013 a file to CSSF containing the confirmation of their compliance to the Circular.
Finally, the Management Company the promoter of which wishes to renounce to this status before 30 June 2013 must submit a file to CSSF containing the confirmation of their compliance to the Circular. After such date a formal renouncement will not be required.
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.