The new CSSF circular 12/540 has been issued on 9 July 2012 and provides clarification on the situation of dormant sub-funds of undertakings for collective investment ("UCI") subject to the Luxembourg law of 17 December 2010 on undertakings for collective investment or the Luxembourg law of 13 February 2007 on specialized investment funds, as amended.
Scope
Within this circular, "dormant sub-funds" shall mean (i) compartments not yet launched since their authorization by the CSSF (i.e. without any prompt issuance of shares), (ii) compartments launched but having become inactive and not promptly reactivated (i.e. full redemption of shares) or (iii) compartments in liquidation (i.e. upon the relevant corporate decision).
Consequences
The two first categories of sub-funds as mentioned above (sub-funds not yet launched or inactive sub-funds) will now have an eighteen months time period starting from the date of their CSSF authorization to be launched or, starting from the date on which they became inactive, to be reactivated. Should the situation not change after this eighteen months time period (i.e. lack of launching respectively reactivating) the CSSF will consider, if the sub-fund is not contained in the current offering document of the UCI concerned, the proposed launching as abandoned and, if the sub-fund is contained in the current offering document of the UCI concerned, that the relevant sub-fund must be removed from this offering document at its next update (however at the latest within six months following the eighteen months time period) and that the marketing documents must be amended accordingly. For any currently existing sub-funds this eighteen months time period starts as from 9 July 2012.
Regarding the sub-funds in liquidation as mentioned above, such must be removed from the offering document of the UCI concerned at the next update of the offering document, however at the latest within six months following the relevant corporate decision.
Reporting
The CSSF circular 12/540 also provides for details regarding the information relating to these dormant sub-funds that have to be reported to the CSSF to allow the authority to be in possession of current information on dormant sub-funds of each UCI. To that extent, UCIs are required to complete the form published for this purpose on the website of the CSSF and to submit it to the CSSF by 15 October 2012 at the latest. Information as of the end of September 2012 of each UCI will need to be provided in that respect.
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.